AMENDMENT NO. 7 TO CREDIT AGREEMENTCredit Agreement • August 14th, 2002 • P&f Industries Inc • Metalworkg machinery & equipment • New York
ANDAsset Purchase Agreement • September 30th, 1998 • P&f Industries Inc • Metalworkg machinery & equipment • Ohio
CREDIT AGREEMENT Dated as of July 23, 1998 by and between P&F INDUSTRIES, INC., FLORIDA PNEUMATIC MANUFACTURING CORPORATION, EMBASSY INDUSTRIES, INC., as "Co- Borrowers"Credit Agreement • April 9th, 1999 • P&f Industries Inc • Metalworkg machinery & equipment • New York
EXHIBIT 10.1 ------------Employment Agreement • August 13th, 2001 • P&f Industries Inc • Metalworkg machinery & equipment • New York
AMENDMENT NO. 4 TO CREDIT AGREEMENTCredit Agreement • August 13th, 2001 • P&f Industries Inc • Metalworkg machinery & equipment • New York
P & F INDUSTRIES, INC.Credit Agreement • August 14th, 2002 • P&f Industries Inc • Metalworkg machinery & equipment • New York
BACKGROUND The Co-Borrowers and the Bank are parties to a Credit Agreement, dated as of July 23, 1998 (as same has been amended by Amendments Nos. 1, 2, 3 and 4 thereto, the "Credit Agreement"), pursuant to which the Bank provides the Co-Borrowers...Credit Agreement • May 14th, 2002 • P&f Industries Inc • Metalworkg machinery & equipment • New York
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • April 9th, 1999 • P&f Industries Inc • Metalworkg machinery & equipment • New York
andRights Agreement • August 19th, 2004 • P&f Industries Inc • Metalworkg machinery & equipment • Delaware
ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT, dated as of February 2, 2005 (the "Agreement"), by and between Green Manufacturing, Inc., a Delaware corporation (the "Seller") and Benko Products, Inc., an Ohio corporation (the "Buyer"). W I T...Asset Purchase Agreement • February 4th, 2005 • P&f Industries Inc • Metalworkg machinery & equipment • New York
WITNESSETHConsulting Agreement • April 9th, 1999 • P&f Industries Inc • Metalworkg machinery & equipment • New York
P & F INDUSTRIES, INC. EXHIBIT 10.3 CONSULTING AGREEMENTConsulting Agreement • November 13th, 2000 • P&f Industries Inc • Metalworkg machinery & equipment • New York
ASSET PURCHASE AGREEMENT This ASSET PURCHASE Agreement is executed and delivered on this 13th day of December, 2004, effective as of the close of business on the 10th day of December, 2004 (the "Effective Time") (the "Agreement"), by and among...Asset Purchase Agreement • December 17th, 2004 • P&f Industries Inc • Metalworkg machinery & equipment • Ohio
AMENDMENT NO. 11 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 28th, 2023 • P&f Industries Inc • Metalworkg machinery & equipment • New York
This SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT is dated as of April 5, 2017 (this “Agreement”), among P&F INDUSTRIES, INC., a Delaware corporation (“P&F”), FLORIDA PNEUMATIC MANUFACTURING CORPORATION, a Florida corporation (“Florida Pneumatic”), HY-TECH MACHINE, INC., a Delaware corporation (“Hy-Tech” and together with P&F and Florida Pneumatic, collectively, the “Borrowers” and each, a “Borrower”), JIFFY AIR TOOL, INC., a Delaware corporation (“Jiffy”), ATSCO HOLDINGS CORPORATION, a Delaware corporation (“ATSCO”), BONANZA PROPERTIES CORP, a Delaware corporation (“Properties”), CONTINENTAL TOOL GROUP, INC., a Delaware corporation (“Continental”), COUNTRYWIDE HARDWARE, INC., a Delaware corporation (“Countrywide”), EMBASSY INDUSTRIES, INC., a New York corporation (“Embassy”), EXHAUST TECHNOLOGIES, INC., a Delaware corporation, (“Exhaust”), HY-TECH ILLINOIS, INC., a Delaware corporation (“HT-Illinois”), HEISMAN ACQUISITION CORP., a Delaware corporation (“Heisman”, and togeth
EXHIBIT 4.2 P & F INDUSTRIES, INC. AMENDMENT TO RIGHTS AGREEMENT AMENDMENT, dated as of April 11, 1997, by and between P&F Industries, Inc., a Delaware corporation (the "Company"), and American Stock Transfer & Trust Company, a New York corporation...Rights Agreement • November 13th, 2002 • P&f Industries Inc • Metalworkg machinery & equipment • Delaware
AGREEMENT AND PLAN OF MERGER by and among TOOLS ACQUISITIONCO, LLC, TOOLS MERGERSUB, INC. and P&F Industries, Inc. Dated as of October 13, 2023Merger Agreement • October 13th, 2023 • P&f Industries Inc • Metalworkg machinery & equipment • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of October 13, 2023 (this “Agreement”), is made by and among Tools AcquisitionCo, LLC, a Delaware limited liability company (“Parent”), Tools MergerSub, Inc., a Delaware corporation and a direct wholly owned Subsidiary of Parent (“Acquisition Sub”), and P&F Industries, Inc., a Delaware corporation (the “Company”).
SECURITY AGREEMENTSecurity Agreement • April 27th, 2010 • P&f Industries Inc • Metalworkg machinery & equipment • New York
This Security Agreement (the “Security Agreement”), dated as of April 23, 2010, is by and between Countrywide Hardware, Inc., a Delaware corporation (the “Debtor”), and Marc Schorr together with his heirs, administrators, successors and assigns (“Schorr”) and Richard A. Horowitz, together with his heirs, administrators, successors and assigns (“Horowitz” and together with Schorr, each a “Secured Party” and collectively, the “Secured Parties”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • December 16th, 2021 • P&f Industries Inc • Metalworkg machinery & equipment • New York
This Executive Employment Agreement (“Agreement”), effective as of January 1, 2022 (the “Effective Date”), by and between P&F INDUSTRIES, INC., a Delaware corporation (the “Company”), and RICHARD A. HOROWITZ (the “Executive”).
REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS AGENT) WITH WM COFFMAN LLC (BORROWER) JUNE 8, 2009Revolving Credit, Term Loan and Security Agreement • June 16th, 2009 • P&f Industries Inc • Metalworkg machinery & equipment • North Carolina
Revolving Credit, the Term Loan and Security Agreement dated as of June 8, 2009 among WM COFFMAN LLC, a limited liability company formed under the laws of the State of Delaware (“Borrower”), the financial institutions which are now or which hereafter become a party hereto (collectively, the “Lenders” and individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for Lenders (PNC, in such capacity, the “Agent”).
AMENDMENT NO. 8 TO CREDIT AGREEMENTCredit Agreement • November 13th, 2002 • P&f Industries Inc • Metalworkg machinery & equipment • New York
FINISHED GOODS SECURITY AGREEMENT, dated December 13, 2004, effective as of December 10, 2004 (the "Effective Time") (the "Agreement"), by and between ROSENBOOM MACHINE & TOOL, INC., an Iowa corporation (the "Debtor"), and GREEN MANUFACTURING, INC., a...Security Agreement • December 17th, 2004 • P&f Industries Inc • Metalworkg machinery & equipment
LIMITED WARRANTY DEED --------------------- GREEN MANUFACTURING, INC. a Delaware corporation having an address at 1032 South Maple Street, Bowling Green, Ohio, for valuable consideration paid, grants, with limited warranty covenants to ROSENBOOM...Limited Warranty Deed • December 17th, 2004 • P&f Industries Inc • Metalworkg machinery & equipment
SUBORDINATION AND INTERCREDITOR AGREEMENTSubordination and Intercreditor Agreement • October 29th, 2010 • P&f Industries Inc • Metalworkg machinery & equipment • New York
THIS SUBORDINATION AND INTERCREDITOR AGREEMENT (this “Agreement”) is entered into as of October 25, 2010, by and between MARC SCHORR, an individual resident of Las Vegas, Nevada (“Subordinated Creditor”), and CAPITAL ONE LEVERAGE FINANCE CORPORATION, as Senior Agent (as hereinafter defined) for all Senior Lenders (as hereinafter defined) party to the Senior Loan Agreement (as hereinafter defined).
October 13, 2023 The Board of Directors of P&F Industries, Inc.Voting Agreement • October 13th, 2023 • P&f Industries Inc • Metalworkg machinery & equipment
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • October 13th, 2023 • P&f Industries Inc • Metalworkg machinery & equipment • Delaware
THIS VOTING AND SUPPORT AGREEMENT, dated as October 13, 2023 (this “Agreement”), is entered into by and between Tools AcquisitionCo, LLC, a Delaware limited liability company (“Parent”), and Richard A Horowitz (collectively, the “Stockholder”).
ContractSecured Subordinated Promissory Note • October 29th, 2010 • P&f Industries Inc • Metalworkg machinery & equipment • New York
THIS INSTRUMENT IS SUBJECT TO THAT CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT DATED AS OF OCTOBER 25, 2010, BETWEEN RICHARD A. HOROWITZ, AS THE SUBORDINATED CREDITOR, AND CAPITAL ONE LEVERAGE FINANCE CORPORATION, AS SENIOR AGENT FOR ALL SENIOR LENDERS.
CONTRACT OF SALE EMBASSY INDUSTRIES INC. Seller - with - TELL REALTY LLC PurchaserContract of Sale • February 27th, 2007 • P&f Industries Inc • Metalworkg machinery & equipment • New York
CONTRACT dated as of February 27, 2007, by and between EMBASSY INDUSTRIES, INC., a New York Corporation, having its principal office at 445 Broad Hollow Road, Suite 100, Melville, New York, 11747 (the, “Seller”), and TELL REALTY LLC, a New York limited liability company, having its principal office at 58-51 Maspeth Avenue, Maspeth, New York, 11378, (“Purchaser”).
tranche a TERM LOAN NOTETerm Loan Note • August 19th, 2014 • P&f Industries Inc • Metalworkg machinery & equipment
P&F INDUSTRIES, INC., a Delaware corporation (“P&F”), FLORIDA PNEUMATIC MANAFUACTURING CORPORATION, a Florida corporation (“Florida Pneumatic”), HY-TECH MACHINE, INC., a Delaware corporation (“Hy-Tech”), ATSCO HOLDINGS CORP., a Delaware corporation (“ATSCO”) and NATIONWIDE INDUSTRIES, INC., a Florida corporation (“Nationwide”, and together with P&F, Florida Pneumatic, Hy-Tech and ATSCO collectively, “Borrowers” and each, a “Borrower”), for value received, hereby unconditionally promise to pay, on a joint and several basis, to the order of CAPITAL ONE BUSINESS CREDIT CORP. (“Lender”), the principal sum of SIX MILLION FIVE HUNDRED THIRTY-THREE THOUSAND THREE HUNDRED THIRTY-THREE AND 40/100 DOLLARS ($6,533,333.40), or such lesser amount as may be advanced by Lender as a Tranche A Term Loan under the Loan Agreement described below, together with all accrued and unpaid interest thereon. Terms are used herein as defined in the Amended and Restated Loan and Security Agreement dated as of Augu
SECOND AMENDMENT TO MORTGAGE, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FINANCING STATEMENTMortgage, Assignment of Leases and Rents, Security Agreement and Financing Statement • December 20th, 2012 • P&f Industries Inc • Metalworkg machinery & equipment
THIS SECOND AMENDMENT TO MORTGAGE, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FINANCING STATEMENT (the “Amendment”) is executed and delivered as of December 19, 2012, by Florida Pneumatic Manufacturing Corporation, a Florida corporation, mortgagor, having an office at 445 Broadhollow Road, Suite 100, Melville NY 11746 (the “Mortgagor”), to CAPITAL ONE LEVERAGE FINANCE CORP., as Agent for the benefit of the Finance Parties referred to in the Loan Agreement (as defined below), having an office at 275 Broadhollow Road, Melville, New York 11747 (in such capacity, together with its successors, substitutes and assigns, the “Mortgagee”).
SECOND AMENDED AND RESTATED TERM LOAN NOTETerm Loan Note • February 21st, 2007 • P&f Industries Inc • Metalworkg machinery & equipment
This Note is one of the “Term Loan Notes” referred to in the Credit Agreement, dated as of June 30, 2004, by and among the Co-Borrowers, Citibank, N.A., as Administrative Agent, and the Lenders (including the Lender) as are, or may from time to time become, parties thereto (as same has been and may be further amended, restated, supplemented or modified, the “Credit Agreement”) and is issued pursuant to and entitled to the benefits of the Credit Agreement to which reference is hereby made for a more complete statement of the terms and conditions under which the Term Loan evidenced hereby was made and is to be repaid. Capitalized terms used herein without definition shall have the meanings set forth in the Credit Agreement.
AMENDMENT NO. 14 TO CREDIT AGREEMENTCredit Agreement • December 1st, 2008 • P&f Industries Inc • Metalworkg machinery & equipment • New York
THIS AMENDMENT NO. 14 dated as of November 26, 2008 (the “Amendment”) to the Credit Agreement, dated as of June 30, 2004, by and among P&F INDUSTRIES, INC., a Delaware corporation (“P&F”), FLORIDA PNEUMATIC MANUFACTURING CORPORATION, a Florida corporation (“Florida Pneumatic”), EMBASSY INDUSTRIES, INC., a New York corporation (“Embassy”), GREEN MANUFACTURING, INC., a Delaware corporation (“Green”), COUNTRYWIDE HARDWARE, INC., a Delaware corporation (“Countrywide”), NATIONWIDE INDUSTRIES, INC., a Florida corporation (“Nationwide”), WOODMARK INTERNATIONAL, L.P., a Delaware limited partnership (“Woodmark”), PACIFIC STAIR PRODUCTS, INC., a Delaware corporation (“Pacific”), WILP HOLDINGS, INC., a Delaware corporation (“WILP”), CONTINENTAL TOOL GROUP, INC., a Delaware corporation (“Continental”) and HY-TECH MACHINE, INC., a Delaware corporation (“Hy-Tech”; and collectively with P&F, Florida Pneumatic, Embassy, Green, Countrywide, Nationwide, Woodmark, Pacific, WILP and Continental, the “Co-B
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 12th, 2005 • P&f Industries Inc • Metalworkg machinery & equipment • New York
THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is made as of this 11th of October, 2005 by and among Embassy Industries, Inc., a New York corporation with principal offices at 300 Smith Street, Farmingdale, New York 11735 (the “Seller” or “Embassy”), P&F Industries, Inc., a Delaware corporation with principal offices at 300 Smith Street, Farmingdale, New York 11735 (the “Parent”), Embassy Manufacturing, Inc., a Delaware corporation with principal offices at 260 North Elm Street, Westfield, MA 01085 (the “Purchaser”), and Mestek, Inc., a Pennsylvania corporation, with principal offices at 260 North Elm Street, Westfield, MA 01085 (the “Purchaser Parent”).
ASSET PURCHASE AGREEMENT among BLAZ-MAN GEAR, INC. and EDWARD BLASZYNSKI and DAVINCI PURCHASE CORP. dated as of October 25, 2019Asset Purchase Agreement • October 31st, 2019 • P&f Industries Inc • Metalworkg machinery & equipment • Delaware
ASSET PURCHASE AGREEMENT, dated as of October 25, 2019 (this “Agreement”), by and among BLAZ-MAN GEAR, INC., an Illinois corporation (“Seller”), EDWARD BLASZYNSKI (“Stockholder”) and DAVINCI PURCHASE CORP., a Delaware corporation (“Buyer”).
PURCHASE AGREEMENTPurchase Agreement • February 17th, 2016 • P&f Industries Inc • Metalworkg machinery & equipment • Delaware
This PURCHASE AGREEMENT (this "Agreement") is made and entered into as of February 11, 2016 by and between P&F Industries Inc., a Delaware corporation (the "Company"), and Christopher J. Kliefoth, an individual ("Seller").
EXHIBIT 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 17th, 2002 • P&f Industries Inc • Metalworkg machinery & equipment • Florida
