ContractEarnout Agreement • March 14th, 2005 • Brown Shoe Co Inc • Footwear, (no rubber)
SECURITIES PURCHASE AGREEMENT by and among BROWN SHOE COMPANY, INC. and HERITAGE FUND III, L.P., HERITAGE FUND IIIA, L.P., HERITAGE INVESTORS III, L.L.C., BICO BUSINESS TRUST, PENTLAND U.S.A., INC., DONNA SICILIANO, MICHAEL SMITH, BRUCE GINSBERG, HAL...Securities Purchase Agreement • March 14th, 2005 • Brown Shoe Co Inc • Footwear, (no rubber)
This Securities Purchase Agreement (the “Agreement”) is entered into as of March 14, 2005, by and among Brown Shoe Company, Inc. (“Buyer”); Heritage Fund III, L.P., Heritage Fund IIIA, L.P. and Heritage Investors III, L.L.C. (collectively, “Heritage”), BICO Business Trust (“BICO”), Pentland U.S.A., Inc. (“Pentland”), Donna Siciliano and Michael Smith (collectively, the “Sellers” and each, a “Seller”); Bruce Ginsberg, Hal Parton and Gregg Ribatt (each a “BICO Owner” and collectively, the “BICO Owners”); Bennett Investment Corporation (“BIC”); and Bennett Footwear Holdings, LLC, Bennett Footwear Group LLC, Bennett Footwear Acquisition LLC and Bennett Footwear Retail LLC (the “Bennett Companies”). Heritage Partners Management Company, LLP is also a party to this Agreement as the “Representative” pursuant to Section 1.8 and for no other purpose. Buyer, each of the Sellers, BIC, and each of the Bennett Companies are referred to herein each as a “Party” and together as the “Parties”.
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND SECURITY AGREEMENTCredit Agreement and Security Agreement • March 14th, 2005 • Brown Shoe Co Inc • Footwear, (no rubber) • New York
This First Amendment to Amended and Restated Credit Agreement and Security Agreement (the “First Amendment”) is made as of the 14th day of March, 2005 by and among
