Exhibit 4 (h) THIRD AMENDMENT TO CREDIT AGREEMENT THIS THIRD AMENDMENT (the "Third Amendment") dated as of March 1, 1996 is to that Credit Agreement dated as of April 29, 1994 as amended by those First and Second Amendments dated as of February 28,...Credit Agreement • March 13th, 1996 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • Virginia
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • March 13th, 1996 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
EXHIBIT 1 UNDERWRITING AGREEMENTUnderwriting Agreement • March 13th, 1996 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
among OWENS & MINOR, INC., as Borrower,Credit Agreement • May 11th, 2000 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • Virginia
amongReceivables Purchase Agreement • August 9th, 2000 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
WITNESSETH:Supplemental Indenture • August 13th, 2001 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
FIRST AMENDMENTCredit Agreement • August 13th, 2001 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • Virginia
Exhibit 4.3 OWENS & MINOR, INC. 8 1/2% Senior Subordinated Notes due 2011 Exchange and Registration Rights Agreement ------------------------------------------Exchange and Registration Rights Agreement • August 13th, 2001 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
OWENS & MINOR, INC. 10 7/8% SENIOR SUBORDINATED NOTES DUE 2006 SUPPLEMENTAL INDENTURE NO. 1 Dated as of May 12, 1998Supplemental Indenture • August 13th, 1998 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies
EXHIBIT 4 AMENDMENT AND CONSENT THIS AMENDMENT AND CONSENT dated as of June 30, 1999 (this "Amendment") relating to the Credit Agreement referenced below is by and among OWENS & MINOR, INC., a Virginia corporation (the "Borrower"), the Subsidiaries of...Credit Agreement • August 11th, 1999 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies
Exhibit 10.2 RECEIVABLES SALE AGREEMENT Dated as of April 30, 2002Receivables Sale Agreement • May 13th, 2002 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
AGREEMENT AND PLAN OF MERGER by and among OWENS & MINOR, INC., STONEOAK MERGER SUB INC. and APRIA, INC. Dated as of January 7, 2022Merger Agreement • January 10th, 2022 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies
This AGREEMENT AND PLAN OF MERGER, dated as of January 7, 2022 (this “Agreement”), is by and among Owens & Minor, Inc., a Virginia corporation (“Parent”), StoneOak Merger Sub Inc., a Delaware corporation and an indirect, wholly owned Subsidiary of Parent (“Merger Sub”), and Apria, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 8.12.
among OWENS & MINOR, INC., as Borrower,Credit Agreement • May 13th, 2002 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • Virginia
EXHIBIT 4.2 AMENDMENT NO. 1Credit Agreement • August 13th, 1998 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • Virginia
Exhibit (4) SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 14th, 1995 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • Virginia
Owens & Minor, Inc. $50,000,000 Shares Common Stock ($2 par value per share) Equity Distribution AgreementEquity Distribution Agreement • May 21st, 2020 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
Owens & Minor, Inc., a corporation incorporated under the laws of Virginia (the “Company”), confirms its agreement (this “Agreement”) with Citigroup Global Markets Inc. (the “Manager”) as follows:
FOURTH AMENDMENT TO THE RECEIVABLES FINANCING AGREEMENTReceivables Financing Agreement • March 29th, 2022 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
This RECEIVABLES FINANCING AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of February 19, 2020 by and among the following parties:
Exhibit 10 AMENDMENT NO. 1 Dated as of July 12, 2001Amendment No. 1 • August 13th, 2001 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
AGREEMENT AND PLAN OF MERGER by and among OWENS & MINOR, INC., MONGOOSE MERGER SUB INC. and MEDICAL ACTION INDUSTRIES INC. June 24, 2014Merger Agreement • June 25th, 2014 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of June 24, 2014 (this “Agreement”), by and among Owens & Minor, Inc., a Virginia corporation (“Parent”), Mongoose Merger Sub Inc., a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Merger Sub”), and Medical Action Industries Inc., a Delaware corporation (the “Company” and together with Parent and Merger Sub, collectively, the “Parties”).
Trust Indenture Act Indenture of 1939 Section Section --------------- ------- 310(a)(1)...................................... 6.9 (a)(2) 6.9 (a)(3) TIA (a)(4)Not Applicable (a)(5) TIA (b)6.8; 6.10; TIASenior Subordinated Indenture • August 13th, 2001 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
OWENS & MINOR, INC. AND REGIONS BANK, as Trustee 6.625% Senior Notes due 2030 INDENTURE Dated as of March 29, 2022Indenture • March 29th, 2022 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
INDENTURE dated as of March 29, 2022, by and between OWENS & MINOR, INC. (the “Issuer” or the “Company”), a Virginia corporation, each of the Guarantors (as defined herein) listed on the signature pages hereto, and REGIONS BANK, an Alabama state-chartered banking corporation, as trustee (the “Trustee”).
OWENS & MINOR, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • April 7th, 2006 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
Owens & Minor, Inc., a Virginia corporation (the “Company”), proposes, upon the terms and considerations set forth herein, to issue and sell to you, as the underwriters (the “Underwriters”), for whom Lehman Brothers Inc. (“Lehman Brothers”) is acting as the representative (the “Representative”) $200,000,000 in aggregate principal amount of its 6.35% Senior Notes due 2016 (the “Notes”). The Company’s obligations under the Notes, including the payment of principal, premium, if any, and interest with respect to the Notes, will be unconditionally guaranteed (the “Guarantees”) by Owens & Minor Medical, Inc., a Virginia corporation; Owens & Minor Distribution, Inc., a Virginia corporation; Access Diabetic Supply, LLC, a Florida limited liability company; and Owens & Minor Healthcare Supply, Inc., a Virginia corporation (collectively, the “Guarantors”). The Notes and the Guarantees are hereinafter collectively called the “Securities.” The Securities will (i) have terms and provisions which ar
AUTHORIZED DISTRIBUTOR AGREEMENTAuthorized Distributor Agreement • November 14th, 2001 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • Texas
OWENS & MINOR, INC., as Issuer, THE GUARANTORS PARTY HERETO and U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE DATED AS OF SEPTEMBER 16, 2014 DEBT SECURITIESIndenture • September 17th, 2014 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
THIS INDENTURE, dated as of September 16, 2014, is among Owens & Minor, Inc., a Virginia corporation (the “Company”), the Guarantors (as hereafter defined) and U.S. Bank National Association, as trustee (the “Trustee”).
Owens & Minor, Inc. 8,475,000 Shares Common Stock ($2 par value per share) Underwriting AgreementUnderwriting Agreement • October 6th, 2020 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
PURCHASE AND SALE AGREEMENT Dated as of February 19, 2020 among VARIOUS ENTITIES LISTED ON SCHEDULE I HERETO, as Originators, OWENS & MINOR MEDICAL, INC., as Servicer, and O&M FUNDING LLC, as BuyerPurchase and Sale Agreement • February 19th, 2020 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
This PURCHASE AND SALE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of February 19, 2020 is entered into among the VARIOUS ENTITIES LISTED ON SCHEDULE I HERETO (the “Originators” and each, an “Originator”), OWENS & MINOR MEDICAL, INC., a Virginia corporation, as initial Servicer (as defined below) (“O&M Medical”), and O&M FUNDING LLC, a Delaware limited liability company (the “Buyer”).
OWENS & MINOR, INC. PERFORMANCE SHARE AWARD AGREEMENTPerformance Share Award Agreement • February 24th, 2012 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • Virginia
THIS PERFORMANCE SHARE AWARD AGREEMENT (“Agreement”) dated as of February 2, 2012 between Owens & Minor, Inc., a Virginia corporation (the “Company”), and (“Participant”) is made pursuant to and subject to the provisions of the Company’s 2005 Stock Incentive Plan (the “Plan”). All capitalized terms used in this Agreement that are not otherwise defined shall have the same meanings given to them in the Plan.
OWENS & MINOR, INC. Restricted Stock AgreementRestricted Stock Agreement • May 9th, 2018 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • Virginia
THIS AGREEMENT, dated ________grant date________ between OWENS & MINOR, INC., a Virginia corporation (the "Company"), and ____participant name_________ ("Participant"), is made pursuant and subject to the provisions of the Company's 2018 Stock Incentive Plan (the "Plan"). All capitalized terms used herein that are not otherwise defined shall have the same meaning given to them in the Plan.
Stock that Participant forfeits under subsection 2(d) hereof. Each certificate representing shares of Restricted Stock may bear a legend referring to the risk of forfeiture of the shares and stating that such shares are nontransferable until all...Director Restricted Stock Agreement • May 4th, 2016 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • Virginia
THIRD AMENDMENT AND CONSENT --------------------------- THIS THIRD AMENDMENT AND CONSENT dated as of October 4, 1999, is to the AMENDED AND RESTATED PARALLEL ASSET PURCHASE AGREEMENT (as defined below), (this "Amendment"), among O&M Funding Corp., as...Parallel Asset Purchase Agreement • November 12th, 1999 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
CREDIT AGREEMENT Dated as of June 5, 2012 among OWENS & MINOR DISTRIBUTION, INC. and OWENS & MINOR MEDICAL, INC., as Borrowers, OWENS & MINOR, INC. and CERTAIN OF ITS DOMESTIC SUBSIDIARIES AS MAY BE PARTIES HERETO FROM TIME TO TIME, as Guarantors, THE...Credit Agreement • June 8th, 2012 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • North Carolina
THIS CREDIT AGREEMENT dated as of June 5, 2012 (the “Credit Agreement”), is by and among OWENS & MINOR DISTRIBUTION, INC., a Virginia corporation and OWENS & MINOR MEDICAL, INC., a Virginia corporation (together, the “U.S. Borrowers”), OWENS & MINOR, INC., a Virginia corporation (the “Parent”), certain domestic subsidiaries of the Parent as may be parties hereto from time to time (together with the Parent, the “Guarantors”), the Banks (as defined herein), JPMORGAN CHASE BANK, N.A., as syndication agent and WELLS FARGO BANK, N.A., as administrative agent for the Banks (in such capacity, the “Administrative Agent”).
AMENDED AND RESTATED PURCHASE AGREEMENT Dated as of April 30, 2018 by and among Halyard Health, Inc., The Sellers Party Hereto and Owens & Minor, Inc.Purchase Agreement • May 1st, 2018 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
This AMENDED AND RESTATED PURCHASE AGREEMENT (this “Agreement”), dated as of April 30, 2018, is made by and among Halyard Health, Inc., a Delaware corporation (“Parent”), each of the Sellers (as defined herein) by its execution and delivery of a counterpart signature page hereto, and Owens & Minor, Inc., a Virginia corporation (“Buyer”).
CREDIT AGREEMENT Dated as of March 10, 2021 among OWENS & MINOR DISTRIBUTION, INC., OWENS & MINOR MEDICAL, INC., BARISTA ACQUISITION I, LLC, BARISTA ACQUISITION II, LLC O&M HALYARD, INC., and BYRAM HEALTHCARE CENTERS, INC., as U.S. Borrowers, CERTAIN...Credit Agreement • March 11th, 2021 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
THIS CREDIT AGREEMENT dated as of March 10, 2021 (this “Agreement”) is by and among OWENS & MINOR DISTRIBUTION, INC., a Virginia corporation (“Distribution”), OWENS & MINOR MEDICAL, INC., a Virginia corporation (“Medical”), BARISTA ACQUISITION I, LLC, a Virginia limited liability company (“Barista I”), BARISTA ACQUISITION II, LLC, a Virginia limited liability company (“Barista II”), O&M HALYARD, INC., a Virginia corporation (“O&M Halyard”), BYRAM HEALTHCARE CENTERS, INC., a New Jersey Corporation (“Byram”, and together with Distribution, Medical, Barista I, Barista II and O&M Halyard, the “U.S. Borrowers”), each other Borrower as may become party hereto from time to time pursuant to Section 2.19, OWENS & MINOR, INC., a Virginia corporation (the “Parent”), the Lenders (as defined herein) and BANK OF AMERICA, N.A., as administrative agent (or any of its designated branch offices or affiliates, in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (
FOURTH AMENDMENT TO CREDIT AGREEMENT Dated as of February 12, 2019 among OWENS & MINOR DISTRIBUTION, INC., OWENS & MINOR MEDICAL, INC.,Credit Agreement • February 19th, 2019 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • New York
THIS CREDIT AGREEMENT dated as of July 27, 2017 (this “Credit Agreement”) is by and among OWENS & MINOR DISTRIBUTION, INC., a Virginia corporation (“Distribution”), OWENS & MINOR MEDICAL, INC., a Virginia corporation (“Medical”), BARISTA ACQUISITION I, LLC, a Virginia limited liability company (“Barista I”), BARISTA ACQUISITION II, LLC, a Virginia limited liability company (“Barista II”), O&M HALYARD, INC., a Virginia corporation (“O&M Halyard”), each other Borrower as may become party hereto from time to time pursuant to Section 2.12, OWENS & MINOR, INC., a Virginia corporation (the “Parent”), the Banks (as defined herein) and BANK OF AMERICA, N.A., as administrative agent for the Pro Rata Facilities (or any of its designated branch offices or affiliates, in such capacity, the “Administrative Agent”), as administrative agent for the Term B Facility (in such capacity, the “Term B Facility Agent”) and as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”)
EXECUTIVE CHANGE OF CONTROL SEVERANCE AGREEMENTExecutive Change of Control Severance Agreement • March 6th, 2019 • Owens & Minor Inc/Va/ • Wholesale-medical, dental & hospital equipment & supplies • Virginia
Owens & Minor, Inc. (the “Company”) considers it essential to the best interests of its stockholders to foster the continuous employment of key management personnel. In this connection, the Board of Directors of the Company (the “Board”) recognizes that, as is the case with many publicly held corporations, the possibility of a change in control of the Company may exist and that such possibility, and the uncertainty and questions that it may raise among management, may result in the departure or distraction of management personnel to the detriment of the Company and its stockholders.
