Exhibit 2.1 STOCK PURCHASE AGREEMENT by and among SELAS CORPORATION OF AMERICAStock Purchase Agreement • July 23rd, 2003 • Selas Corp of America • Industrial process furnaces & ovens • Pennsylvania
TERMINATION AGREEMENT ---------------------Termination Agreement • March 3rd, 1998 • Selas Corp of America • Industrial process furnaces & ovens
EXHIBIT 10N November 30, 2001 PERSONAL/CONFIDENTIAL HAND DELIVERED Mr. Robert W. Ross Vice President and Secretary Selas Corporation of America President Heat Technology Group 2034 S. Limekiln Pike Dresher, PA 19025 Re: Separation Package Dear Bob:...Separation Agreement • April 15th, 2002 • Selas Corp of America • Industrial process furnaces & ovens
BACKGROUND ----------Loan Agreement • March 25th, 2004 • Selas Corp of America • Industrial process furnaces & ovens • Pennsylvania
EXHIBIT 10.1 SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT is made as of September 12, 2003 by and between Andritz AG, ("AG"),Andritz Selas S.A.S., a French societe par actions simplifiee (formerly known as Andritz Acquisition S.A.A.( "Andritz") and...Settlement Agreement • November 14th, 2003 • Selas Corp of America • Industrial process furnaces & ovens • New York
EXHIBIT 2.1 ASSET PURCHASE AGREEMENT BY AND BETWEEN SELAS CORPORATION OF AMERICAAsset Purchase Agreement • June 28th, 2005 • Intricon Corp • Electronic components & accessories • Pennsylvania
EXHIBIT 10.2 CREDIT AND SECURITY AGREEMENT AGREEMENT made this 31st day of August, 2005, by RESISTANCE TECHNOLOGY, INC., a Minnesota corporation ("Resistance"); and RTI ELECTRONICS, INC., a Delaware corporation ("RTI"); herein Resistance and RTI are...Credit and Security Agreement • November 14th, 2005 • Intricon Corp • Electronic components & accessories • Minnesota
EXHIBIT 10.1 PURCHASE AGREEMENT This Purchase Agreement is made as of the 5th day of May, 2006, by and between Resistance Technology, Incorporated, a Minnesota corporation ("Seller"), and MDSC Partners, LLP, a Minnesota limited liability partnership...Purchase Agreement • June 21st, 2006 • Intricon Corp • Electronic components & accessories
THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • October 29th, 2001 • Selas Corp of America • Industrial process furnaces & ovens • Pennsylvania
BACKGROUNDWaiver and Amendment Agreement • May 24th, 2002 • Selas Corp of America • Industrial process furnaces & ovens • Pennsylvania
EXHIBIT 10.3 SECURITY AGREEMENT AGREEMENT made this 31st day of August, 2005, between IntriCon Corporation, a Pennsylvania corporation, as debtor (herein called the "Debtor") and Diversified Business Credit, Inc. (herein, with its participants,...Security Agreement • November 14th, 2005 • Intricon Corp • Electronic components & accessories
1,500,000 Shares INTRICON CORPORATION Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • August 20th, 2018 • Intricon Corp • Electronic components & accessories • New York
AGREEMENT AND PLAN OF MERGER by and among INTRICON CORPORATION, IIN HOLDING COMPANY LLC and IC MERGER SUB INC. Dated as of February 27, 2022Merger Agreement • March 1st, 2022 • Intricon Corp • Electronic components & accessories • Pennsylvania
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), is made and entered into as of this 27th day of February, 2022, by and among IIN Holding Company LLC, a Delaware limited liability company (the “Parent”), IC Merger Sub Inc., a Pennsylvania corporation and a wholly owned subsidiary of the Parent (“Merger Sub”), and Intricon Corporation, a Pennsylvania corporation (the “Company”).
ASSET AND SHARE PURCHASE AGREEMENT BY AND BETWEEN SELAS CORPORATION OF AMERICA,Asset and Share Purchase Agreement • December 17th, 2002 • Selas Corp of America • Industrial process furnaces & ovens • New York
UNDERWRITING AGREEMENTUnderwriting Agreement • May 18th, 2016 • Intricon Corp • Electronic components & accessories • Minnesota
BACKGROUND ----------Second Waiver and Amendment Agreement • March 21st, 2003 • Selas Corp of America • Industrial process furnaces & ovens • Pennsylvania
betweenLease Agreement • June 29th, 2004 • Selas Corp of America • Industrial process furnaces & ovens • Pennsylvania
BACKGROUND ----------Third Waiver and Amendment Agreement • March 25th, 2004 • Selas Corp of America • Industrial process furnaces & ovens • Pennsylvania
BACKGROUND ----------First Mortgage and Security Agreement • March 25th, 2004 • Selas Corp of America • Industrial process furnaces & ovens • Pennsylvania
TERM LOAN SUPPLEMENT (EQUIPMENT) TO CREDIT AGREEMENTTerm Loan Supplement • November 14th, 2005 • Intricon Corp • Electronic components & accessories
ELEVENTH AMENDMENT TO Loan AND SECURITY AGREEMENT, WAIVER AND JOINDERLoan and Security Agreement • March 13th, 2018 • Intricon Corp • Electronic components & accessories • Minnesota
THIS ELEVENTH AMENDMENT TO Loan AND SECURITY AGREEMENT, WAIVER AND JOINDER (this “Amendment”) is made and entered into as of December 15, 2017, by and among INTRICON CORPORATION, a Pennsylvania corporation (“IntriCon”), INTRICON, INC., a Minnesota corporation (“Inc.”, and, together with IntriCon, the “Existing Borrowers”, and each, an “Existing Borrower”), I-MANAGEMENT, LLC, a Minnesota limited liability company (“I-Management”), HEARING HELP EXPRESS, INC., an Illinois corporation (“HHE”, and, together with I-Management, the “New Borrowers”, and, each, a “New Borrower”, and, together with the Existing Borrowers, are herein collectively referred to as the “Borrowers”, and, each, individually, a “Borrower”), and CIBC BANK USA (formerly known as The PrivateBank and Trust Company), an Illinois banking corporation (the “Bank”).
EXHIBIT 99.1 AGREEMENT RE: TERMINATION FOLLOWING CHANGE OF CONTROL OR ASSET SALE This AGREEMENT is made and dated as of December 14, 2004, between Mark S. Gorder ("Executive") and Selas Corporation of America ("Selas"). WHEREAS, Executive has been...Termination Agreement • December 20th, 2004 • Selas Corp of America • Industrial process furnaces & ovens • Pennsylvania
BACKGROUND ----------Mortgage, Security Agreement and Fixture Financing Statement • March 25th, 2004 • Selas Corp of America • Industrial process furnaces & ovens • Minnesota
EXHIBIT 10.7 MORTGAGE, SECURITY AGREEMENT, FIXTURE FINANCING STATEMENT AND ASSIGNMENT OF LEASES AND RENTSMortgage, Security Agreement, Fixture Financing Statement and Assignment of Leases and Rents • November 14th, 2005 • Intricon Corp • Electronic components & accessories
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • May 25th, 2007 • Intricon Corp • Electronic components & accessories • Illinois
THIS TRADEMARK SECURITY AGREEMENT (this “Security Agreement”) is made as of this 22ND day of May, 2007, by INTRICON CORPORATION, a Pennsylvania corporation (the “Grantor”), in favor of LASALLE BANK NATIONAL ASSOCIATION, a national banking association (the “Bank”), with an office at 3500 IDS Center, 80 South 8th Street, Minneapolis, MN 55402.
Form of Employment Agreement between the Company and each of the other executive officers of the CompanyEmployment Agreement • October 12th, 2007 • Intricon Corp • Electronic components & accessories • Pennsylvania
This EMPLOYMENT AGREEMENT (“Agreement”) is made and dated as of October 5, 2007, between INTRICON CORPORATION, a Pennsylvania corporation (the “Company”), and ___________________________ (“Executive”).
AMENDED AND RESTATED REVOLVING NOTERevolving Note • May 20th, 2020 • Intricon Corp • Electronic components & accessories
FOR VALUE RECEIVED, the undersigned, INTRICON CORPORATION, a Pennsylvania corporation, INTRICON, INC., a Minnesota corporation, and HEARING HELP EXPRESS, INC., an Illinois corporation (each, a “Borrower”; collectively, the “Borrowers”), hereby JOINTLY AND SEVERALLY promise to pay to the order of CIBC BANK USA (formerly known as The PrivateBank and Trust Company) (the “Bank”), the principal sum of TWELVE MILLION AND NO/100 DOLLARS ($12,000,000), or if less, the then aggregate unpaid principal amount of the Revolving Loans as may be borrowed by the Borrowers (or any of them) under the Loan Agreement (as hereinafter defined). The actual amount due and owing from time to time hereunder shall be evidenced by Bank’s records of receipts and disbursements with respect to the Revolving Loans, which shall, absent manifest error, be conclusive evidence of such amount.
EXHIBIT 10.2 6/8/06 LAND AND BUILDING LEASE AGREEMENT ---------------------------------Land and Building Lease Agreement • June 21st, 2006 • Intricon Corp • Electronic components & accessories • Minnesota
ASSET PURCHASE AGREEMENT dated April 19, 2007 FOR THE ACQUISITION OF SUBSTANTIALLY ALL OF THE ASSETS OF Tibbetts Industries, Inc. by TI Acquisition CorporationAsset Purchase Agreement • April 23rd, 2007 • Intricon Corp • Electronic components & accessories • Pennsylvania
BACKGROUND: Tibbetts is in the business of designing, developing, manufacturing and selling magnetic telecoils and miniature electro-acoustic transducers (including receivers and microphones) for use in hearing aids, medical devices, and numerous communications applications and also engages in contractual electronics research, development and manufacturing (collectively, “Tibbetts Business” or the “Business”). The Principal Shareholders own more than a majority of the outstanding Common Stock of Tibbetts. At Closing, the parties desire that Seller sells and Buyer, a wholly owned subsidiary of IntriCon, buys substantially all of Seller’s business and assets (the “Sale”) on the terms and subject to the conditions set forth in this Asset Purchase Agreement (the “Agreement”). The Board of Directors of Tibbetts has determined that the Sale and the other transactions contemplated by this Agreement (collectively, the “Transactions”) are in the best interests of Tibbetts and its shareholders.
TENTH AMENDMENT TO Loan AND SECURITY AGREEMENT AND WAIVERLoan and Security Agreement • March 15th, 2017 • Intricon Corp • Electronic components & accessories • Minnesota
THIS TENTH AMENDMENT TO Loan AND SECURITY AGREEMENT AND WAIVER (this “Amendment”) is made and entered into as of March 9, 2017, by and among INTRICON CORPORATION, a Pennsylvania corporation, INTRICON, INC., a Minnesota corporation (each, a “Borrower”; collectively, the “Borrowers”), and THE PRIVATEBANK AND TRUST COMPANY, an Illinois banking corporation (the “Bank”).
THIRTEENTH AMENDMENT TO Loan AND SECURITY AGREEMENTLoan and Security Agreement • May 10th, 2019 • Intricon Corp • Electronic components & accessories • Minnesota
THIS THIRTEENTH AMENDMENT TO Loan AND SECURITY AGREEMENT (this “Amendment") is made and entered into as of April 17, 2019, by and among INTRICON CORPORATION, a Pennsylvania corporation ("IntriCon"), INTRICON, INC., a Minnesota corporation ("Inc.”), HEARING HELP EXPRESS, INC., an Illinois corporation ("HHE", and, together with Inc., and IntriCon, the “Borrowers", and, each, individually, a “Borrower"), and CIBC BANK USA (formerly known as The PrivateBank and Trust Company), an Illinois banking corporation (the “Bank").
TERM NOTETerm Note • November 16th, 2009 • Intricon Corp • Electronic components & accessories
FOR VALUE RECEIVED, the undersigned, INTRICON CORPORATION, a Pennsylvania corporation, INTRICON, INC. (formerly known as Resistance Technology, Inc.), a Minnesota corporation, RTI ELECTRONICS, INC., a Delaware corporation, INTRICON TIBBETTS CORPORATION (formerly known as TI Acquisition Corporation), a Maine corporation, and JON BARRON, INC. (d/b/a Datrix), a California corporation (each a “Borrower” and collectively, the “Borrowers”), hereby JOINTLY AND SEVERALLY promise to pay to the order of THE PRIVATEBANK AND TRUST COMPANY, a an Illinois state banking corporation (the “Bank”), the principal sum of THREE MILLION FIVE HUNDRED THOUSAND AND NO/100 DOLLARS ($3,500,000), payable in periodic installments on the dates and in the amounts set forth in Loan Agreement (as hereinafter defined), with one final balloon payment on the Term Loan Maturity Date. The actual amount due and owing from time to time hereunder shall be evidenced by Bank’s records of receipts and disbursements with respect
Second Amended and Restated Revolving Credit NoteRevolving Credit Note • April 1st, 2005 • Selas Corp of America • Industrial process furnaces & ovens
This note (the “Note”) amends and completely restates and evidences the indebtedness outstanding under and is substituted for, but not in payment, satisfaction, cancellation or novation of, the Amended and Restated Revolving Credit Note dated March 18, 2004 which was issued by the Borrower to the Lender. As of the date hereof, this Note shall be deemed to be the Revolving Credit Facility Note referred to in the Agreement and shall evidence the indebtedness incurred under, and be entitled to the benefits of, the Agreement. All terms used and not otherwise defined in this Note shall have the meanings given to them in the Agreement. Upon the occurrence of any Event of Default set forth in the Agreement, the entire unpaid balance of principal and accrued interest of this Note and all other amounts due under the Agreement shall, at the option of the Lender, be immediately due and payable without presentment, demand, protest or notice of any kind, all of which are expressly waived.
AGREEMENT RE: TERMINATION FOLLOWING CHANGE OF CONTROL OR ASSET SALE This AGREEMENT is made and dated as of December 14, 2004, between Robert F. Gallagher ("Executive") and Selas Corporation of America ("Selas"). WHEREAS, Executive has been effective...Termination Agreement • December 20th, 2004 • Selas Corp of America • Industrial process furnaces & ovens • Pennsylvania
K/S HIMPP HIMPP A/SSubscription Agreement • March 19th, 2007 • Intricon Corp • Electronic components & accessories
