MCJUNKIN RED MAN HOLDING CORPORATION NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
THIS AGREEMENT (the “Agreement”), is made effective as of [ , 200___] (the “Date of Grant”), between McJunkin Red Man Holding Corporation, a Delaware corporation (the “Company”), PVF Holdings LLC, a Delaware limited liability company (“PVF Holdings LLC”) (solely for purposes of Section 15 hereof), and [ ] (the “Participant”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
AMENDED AND RESTATED EMPLOYMENT AGREEMENT, dated as of September 24, 2008 (this “Amended Employment Agreement”), between McJunkin Red Man Holding Corporation, a Delaware corporation (the “Company”), and Craig Ketchum (the “Executive”).
AGREEMENT AND PLAN OF MERGER Among MCJUNKIN CORPORATION, MCJ HOLDING CORPORATION And HG ACQUISITION CORP. Dated as of December 4, 2006Agreement and Plan of Merger • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 4, 2006, among McJunkin Corporation, a West Virginia corporation (the “Company”), McJ Holding Corporation, a Delaware corporation (“Parent”), and Hg Acquisition Corp., a West Virginia corporation and a wholly owned subsidiary of Parent (“Merger Sub”).
JOINDER AGREEMENTJoinder Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
JOINDER AGREEMENT, dated as of June 10, 2008 (this “Agreement”), by and among JP Morgan Chase Bank, N.A. (a “New Loan Lender”), McJunkin Red Man Corporation (f/k/a McJunkin Corporation), a West Virginia corporation (the “Borrower”), and The CIT Group/Business Credit, Inc. (“CIT”), as Administrative Agent.
MCJUNKIN RED MAN HOLDING CORPORATION RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), made as of [ , 200___] (the “Grant Date”), between McJunkin Red Man Holding Corporation, a Delaware corporation (the “Company”), PVF Holdings LLC, a Delaware limited liability company (solely for purposes of Section 20 hereof) (“PVF LLC”), and [ ] (the “Grantee”).
TERM LOAN PLEDGE AGREEMENTTerm Loan Pledge Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
TERM LOAN PLEDGE AGREEMENT (this “Agreement”) dated as of May 22, 2008 between McJunkin Red Man Holding Corporation, a Delaware corporation (the “Pledgor” or “Borrower”), and Lehman Commercial Paper Inc., as Collateral Agent (in such capacity, the “Collateral Agent”) under the Credit Agreement (as defined below) for the benefit of the Secured Parties (as defined below).
MCJUNKIN RED MAN HOLDING CORPORATION NONQUALIFIED STOCK OPTION AGREEMENT (CANADA)Nonqualified Stock Option Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
THIS AGREEMENT (the “Agreement”), is made effective as of [ , 200___] (the “Date of Grant”), between McJunkin Red Man Holding Corporation, a Delaware corporation (the “Company”), PVF Holdings LLC, a Delaware limited liability company (“PVF Holdings LLC”) (solely for purposes of Section 15 hereof) and [ ] (the “Participant”).
TERM LOAN CREDIT AGREEMENT Dated as of May 22, 2008 among MCJUNKIN RED MAN HOLDING CORPORATION, as the Borrower The Several Lenders from Time to Time Parties Hereto GOLDMAN SACHS CREDIT PARTNERS L.P. and LEHMAN BROTHERS INC., as Co-Lead Arrangers and...Term Loan Credit Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
TERM LOAN CREDIT AGREEMENT dated as of May 22, 2008, among MCJUNKIN RED MAN HOLDING CORPORATION, a Delaware corporation (the “Borrower”), the lending institutions from time to time parties hereto (each a “Lender” and, collectively, the “Lenders”), Goldman Sachs Credit Partners L.P. and Lehman Brothers Inc., as Co-Lead Arrangers and Joint Bookrunners, Lehman Commercial Paper Inc., as Administrative Agent and Collateral Agent, and Goldman Sachs Credit Partners L.P., as Syndication Agent (such term and each other capitalized term used but not defined in this introductory statement having the meaning provided in Section 1).
ContractSupplement No. • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply
SUPPLEMENT NO. 1 dated as of April 30, 2007 (this “Supplement”), to the PLEDGE AGREEMENT dated as of January 31, 2007, among McJunkin Corporation, a West Virginia corporation (the “Borrower”), each of the Subsidiaries of the Borrower listed on the signature pages thereto (each such Subsidiary being a “Subsidiary Pledgor” and, collectively, the “Subsidiary Pledgors”; the Subsidiary Pledgors and the Borrower are referred to collectively as the “Pledgors”) and Lehman Commercial Paper Inc., as Collateral Agent (in such capacity, the “Collateral Agent”) under the Credit Agreement referred to below.
JOINDER AGREEMENT AND AMENDMENT NO. 2 TO THE STOCK PURCHASE AGREEMENTJoinder Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • Delaware
This JOINDER AGREEMENT AND AMENDMENT NO. 2 TO THE STOCK PURCHASE AGREEMENT (this “Joinder Agreement”), is made and entered into as of October 31, 2007, by and among Betts, LLC, an Oklahoma limited liability company (“Betts”), BGJC, LLC, an Oklahoma limited liability company (“BGJC”), CSK, LLC, an Oklahoma limited liability company (“CSK”), KBK, LLC, an Oklahoma limited liability company (“KBK”), KSKN, LLC, an Oklahoma limited liability company (“KSKN”, and, together with Betts, BGJC, CSK and KBK, the “LLCs”), West Oklahoma PVF Company, a Delaware corporation (“Buyer”), Red Man Pipe & Supply Co., an Oklahoma corporation (the “Company), McJ Holding LLC, a Delaware limited liability company (“McJ Holding”) and Craig Ketchum (the “Representative”), as Representative of the Shareholders. All capitalized terms used in this Joinder Agreement which are not otherwise defined herein are used with the same meaning attributed to such capitalized terms in the Stock Purchase Agreement (as defined be
McJunkin Red Man Corporation 835 Hillcrest Drive Charleston, WV 25311McJunkin Red Man Holding Corp • September 26th, 2008 • Retail-building materials, hardware, garden supply
This letter agreement memorializes our mutual understanding that the employment agreement entered into between you, McJ Holding LLC (currently known as PVF Holdings LLC) and McJunkin Corporation (currently known as McJunkin Red Man Corporation) on December 4, 2006 (the “Employment Agreement”) shall be terminated in accordance with this letter agreement.
PHANTOM SHARES SURRENDER AGREEMENT, RELEASE AND WAIVERShares Surrender Agreement, Release and Waiver • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • Oklahoma
THIS PHANTOM SHARE SURRENDER AGREEMENT, RELEASE AND WAIVER (this “Agreement”) is made as of October 30, 2007 by and between Red Man Pipe & Supply Co., an Oklahoma corporation (“Red Man”), McJ Holding LLC, a Delaware limited liability company (the “Company”) and Dee Paige (the “Employee”), in connection with the closing of the transactions contemplated by the Stock Purchase Agreement, dated as of July 6, 2007 (the “Purchase Agreement”), between West Oklahoma PVF Company, a Delaware corporation (“Buyer”), Red Man, the Company, and the holders of all outstanding shares of stock of the Company who are signatories thereto (the “Shareholders”). Capitalized terms not otherwise defined herein shall have the same meaning as in the Purchase Agreement.
ASSIGNMENT AGREEMENTAssignment Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
This ASSIGNMENT AGREEMENT (this “Agreement”), dated April 27, 2007, by and between McJunkin Development Corporation, a Delaware corporation (“Buyer”) and McJunkin Appalachian Oilfield Supply Company, a West Virginia corporation and an Affiliate of Buyer (“McApple”). Each capitalized term which is used but not otherwise defined in this Agreement has the meaning assigned to such term in the Purchase Agreement (as defined below).
ContractMcJunkin Red Man Holding Corp • September 26th, 2008 • Retail-building materials, hardware, garden supply
SUPPLEMENT NO. 2 dated as of October 31, 2007 (this “Supplement”) to the SECURITY AGREEMENT dated as of January 31, 2007 (as the same may be amended, restated, supplemented or otherwise modified or replaced from time to time, the “Security Agreement”) among each of the Grantors listed on the signature pages thereto (each such subsidiary individually, a “Grantor” and, collectively, the “Grantors”), and Lehman Commercial Paper Inc., as Collateral Agent for the lenders (the “Lenders”) from time to time parties to the Credit Agreement referred to below.
AMENDED AND RESTATED SERVICES AGREEMENTAmended and Restated Services Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply
THIS AMENDED AND RESTATED SERVICES AGREEMENT (“Agreement”) is entered into as of September 18, 2008 (the “Effective Date”), by and between Red Man Distributors LLC, an Oklahoma limited liability company (“RMD”) and McJunkin Red Man Corporation, a West Virginia corporation (“MRM”). MRM and RMD are referred to collectively as the “Parties” and individually as a “Party”.
TERM LOAN SECURITY AGREEMENTTerm Loan Security Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
THIS TERM LOAN SECURITY AGREEMENT dated as of May 22, 2008 between McJunkin Red Man Holding Corporation, a Delaware corporation (the “Grantor” or “Borrower”)and Lehman Commercial Paper Inc., as Collateral Agent (in such capacity, the “Collateral Agent”) under the Credit Agreement (as defined below) for the benefit of the Secured Parties (as defined below).
ContractSupplement No. • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply
SUPPLEMENT NO. 1 dated as of April 30, 2007 (this “Supplement”) to the SECURITY AGREEMENT dated as of January 31, 2007 among each of the Grantors listed on the signature pages thereto (each such subsidiary individually, a “Grantor” and, collectively, the “Grantors”), and Lehman Commercial Paper Inc., as Collateral Agent for the lenders (the “Lenders”) from time to time parties to the Credit Agreement referred to below.
THIRD AMENDMENT, CONSENT AND WAIVER TO THE LOAN AND SECURITY AGREEMENTMcJunkin Red Man Holding Corp • September 26th, 2008 • Retail-building materials, hardware, garden supply • Ontario
WHEREAS Borrower, the other Obligors thereto, Lenders and Agent, in its capacity as agent for and on behalf of Lenders and in its capacity as collateral agent for Secured Parties under the Security Documents, entered into a Loan and Security Agreement made as of November 2, 2006 (as amended pursuant to a Consent and First Amendment to the Loan and Security Agreement dated as of April 26, 2007, a Second Amendment to the Loan and Security Agreement dated as of May 17, 2007, and as the same has or may be further amended, modified, restated, supplemented or replaced from time to time, the “Loan and Security Agreement”);
STOCK PURCHASE AGREEMENT by and among WEST OKLAHOMA PVF COMPANY, RED MAN PIPE & SUPPLY CO., THE SHAREHOLDERS LISTED ON SCHEDULE 1, McJ HOLDING LLC (for purposes of Sections 2.3(c) and 10.4 only) and Craig Ketchum, as Representative Dated July 6, 2007Stock Purchase Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • Delaware
STOCK PURCHASE AGREEMENT, dated July 6, 2007 (the “Agreement”), by and among West Oklahoma PVF Company, a Delaware corporation (“Buyer”), Red Man Pipe & Supply Co., an Oklahoma corporation (the “Company”), the holders of all outstanding shares of stock of the Company listed on Schedule 1 (each, a “Shareholder” and, collectively, the “Shareholders”), McJ Holding LLC, a Delaware limited liability company (“McJ Holding”) (for purposes of Sections 2.3(c) and 10.4 only) and Craig Ketchum, as Representative (as defined below). Buyer, the Company and each of the Shareholders (and any Person who becomes a Shareholder after the date hereof as contemplated by Section 6.17) are separately referred to herein as a “Party” and, together, as the “Parties.”
MANAGEMENT STOCKHOLDERS AGREEMENT by and among McJ HOLDING LLC McJ HOLDING CORPORATION and THE EXECUTIVES NAMED HEREIN Dated as of March 27, 2007Management Stockholders Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • Delaware
THIS MANAGEMENT STOCKHOLDERS AGREEMENT (this “Agreement”) is made as of March 27, 2007 by and among McJ HOLDING CORPORATION, a Delaware corporation (the “Company”), McJ HOLDING LLC, a Delaware limited liability company (“Holdco”), and each of the Persons listed on the signature page hereto (each an “Executive” and together, the “Executives”).
REVOLVING LOAN CREDIT AGREEMENT Dated as of October 31, 2007 among MCJUNKIN CORPORATION, as the Borrower The Several Lenders from Time to Time Parties Hereto GOLDMAN SACHS CREDIT PARTNERS L.P. and LEHMAN BROTHERS INC., as Co-Lead Arrangers and Joint...Revolving Loan Credit Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
REVOLVING LOAN CREDIT AGREEMENT dated as of October 31, 2007, among MCJUNKIN CORPORATION, a West Virginia corporation (the “Borrower”), the lending institutions from time to time parties hereto (each a “Lender” and, collectively, the “Lenders”), Goldman Sachs Credit Partners L.P. (“GSCP”) and Lehman Brothers Inc., as Co-Lead Arrangers and Joint Bookrunners, The CIT Group/Business Credit, Inc. (“CIT”), as Administrative Agent and Co-Collateral Agent, Bank of America, N.A (“Bank of America”), as Co-Collateral Agent, Bank of America, as Syndication Agent and JPMorgan Chase Bank, N.A., Wachovia Bank, N.A. and PNC Bank, National Association, as Co-Documentation Agents (such term and each other capitalized term used but not defined in this introductory statement having the meaning provided in Section 1).
FIRST AMENDMENT TO TERM LOAN CREDIT AGREEMENTTerm Loan Credit Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
THIS FIRST AMENDMENT TO TERM LOAN CREDIT AGREEMENT (this “Amendment”) is dated as of October 31, 2007 and is entered into by and among MCJUNKIN CORPORATION, a West Virginia corporation (the “Borrower”), CERTAIN FINANCIAL INSTITUTIONS listed on the signature pages hereto (the “Lenders”), GOLDMAN SACHS CREDIT PARTNERS L.P., as Co-Lead Arranger, Joint Bookrunner and Syndication Agent, LEHMAN BROTHERS INC., as Co-Lead Arranger and Joint Bookrunner, LEHMAN COMMERCIAL PAPER INC., as Administrative Agent (“Administrative Agent”) and Collateral Agent, and, for purposes of Section V hereof, the CREDIT SUPPORT PARTIES listed on the signature pages hereto, and is made with reference to that certain TERM LOAN CREDIT AGREEMENT dated as of January 31, 2007 (as amended through the date hereof, the “Credit Agreement”) by and among Borrower, the Lenders, Syndication Agent, Administrative Agent, Collateral Agent, Joint Bookrunners and the Co-Lead Arrangers. Capitalized terms used herein without definiti
McJUNKIN CONTRIBUTION AGREEMENTMcJunkin Contribution Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • Delaware
CONTRIBUTION AGREEMENT, dated as of December 4, 2006 (the “Agreement”), among McJunkin Corporation, a West Virginia corporation (the “Company”), McJ Holding LLC, a Delaware limited liability company (“Holdco”), the shareholders of the Company named in Exhibit A hereto and any other shareholders of the Company who becomes a party to this Agreement by executing and delivering a Letter of Transmittal (defined below) to the Company prior to the Effective Time (as defined in the Merger Agreement) (collectively, the “Contributing Shareholders”).
AMENDMENT NO. 2 TO THE MANAGEMENT STOCKHOLDERS AGREEMENTManagement Stockholders Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • Delaware
This Amendment No. 2 (this “Amendment”) to the Management Stockholders Agreement by and among PVF Holdings LLC (formerly known as McJ Holding LLC), a Delaware limited liability company (the “McJ Holding LLC”), McJunkin Red Man Holding Corporation (formerly known as McJ Holding Corporation), a Delaware corporation (the “Company”), and the other parties thereto, dated as of March 27, 2007 and amended on December 21, 2007 (as amended, the “Agreement”) is effective as of December 26, 2007.
CONTRIBUTION AGREEMENTContribution Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • Delaware
CONTRIBUTION AGREEMENT, dated as of July 6, 2007 (the “Agreement”), among McJ Holding LLC, a Delaware limited liability company (the “Company”) (whose name will be changed to PVF Holdings LLC on or prior to Closing (as defined below), and certain shareholders of Sooner (as defined below) listed under the heading “Contributing Shareholders” on the signature page hereto (collectively, the “Contributing Shareholders”). Each capitalized term which is used but not otherwise defined in this Agreement has the meaning assigned to such term in the Purchase Agreement (as defined below); provided that any references to “the Company” in any such definitions in the Purchase Agreement shall be deemed to refer to McJ Holding LLC for purposes of this Agreement.
CONSENT AND FIRST AMENDMENT TO THE LOAN AND SECURITY AGREEMENTMcJunkin Red Man Holding Corp • September 26th, 2008 • Retail-building materials, hardware, garden supply • Ontario
WHEREAS Borrower, the other Obligors thereto, Lenders and Agent, in its capacity as agent for and on behalf of Lenders and in its capacity as collateral agent for Secured Parties under the Security Documents, entered into a Loan and Security Agreement made as of November 2, 2006 (as the same has or may be amended, modified, restated, supplemented or replaced from time to time, the “Loan and Security Agreement”);
TERM LOAN SECURITY AGREEMENTTerm Loan Security Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
THIS TERM LOAN SECURITY AGREEMENT (this “Agreement”)dated as of January 31, 2007, among McJunkin Corporation, a West Virginia corporation (the “Borrower”), each of the Subsidiaries of the Borrower listed on the signature pages hereto (each such entity being a “Subsidiary Grantor” and, collectively, the “Subsidiary Grantors”; the Subsidiary Grantors and the Borrower are referred to collectively as the “Grantors”) and Lehman Commercial Paper Inc., as Collateral Agent (in such capacity, the “Collateral Agent”) under the Credit Agreement (as defined below) for the benefit of the Secured Parties (as defined below).
AMENDMENT NO. 1 TO THE STOCK PURCHASE AGREEMENTThe Stock Purchase Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply
THIS AMENDMENT NO. 1 TO THE STOCK PURCHASE AGREEMENT (this “Amendment”), is made and entered into as of October 24, 2007, by and among West Oklahoma PVF Company, a Delaware corporation (“Buyer”), Red Man Pipe & Supply Co., an Oklahoma corporation (the “Company) and Craig Ketchum (the “Representative”), as Representative of the Shareholders. All capitalized terms used in this Amendment which are not otherwise defined herein are used with the same meaning attributed to such capitalized terms in the Stock Purchase Agreement (as defined below).
STOCK PURCHASE AGREEMENT by and among McJUNKIN DEVELOPMENT CORPORATION, MIDWAY- TRISTATE CORPORATION and THOSE SHAREHOLDERS LISTED ON SCHEDULE 1 Dated April 5, 2007Stock Purchase Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
STOCK PURCHASE AGREEMENT, dated April 5, 2007 (the “Agreement”), by and among McJunkin Development Corporation, a Delaware corporation (“Buyer”), Midway-Tristate Corporation, a New York Corporation (the “Company”), and the holders of all outstanding shares of stock of the Company listed on Schedule 1 (each, a “Shareholder” and, collectively, the “Shareholders”). Buyer, the Company and each of the Shareholders are separately referred to herein as a “Party” and, together, as the “Parties”.
EMPLOYMENT AGREEMENTEmployment Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • New York
EMPLOYMENT AGREEMENT, dated as of September 10, 2008 (this “Agreement”), by McJunkin Red Man Holding Corporation, a Delaware corporation (the “Company”), and Andrew Lane (the “Executive”).
MCJUNKIN RED MAN HOLDING CORPORATION SUBSCRIPTION AGREEMENTMan Holding Corporation Subscription Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • Delaware
SUBSCRIPTION AGREEMENT (this “Agreement”) dated as of September 10, 2008 by and among McJunkin Red Man Holding Corporation, a Delaware corporation (the “Company”), Andrew Lane (the “Subscriber”) and, for purposes of Section 7 only, PVF Holdings LLC (“PVF”).
SUPPLEMENT NO. 3 TO TERM PLEDGE AGREEMENTTerm Pledge Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply
SUPPLEMENT NO. 3 dated as of October 31, 2007 (this “Supplement”), to the PLEDGE AGREEMENT dated as of January 31, 2007 (as the same may be amended, restated, supplemented or otherwise modified or replaced from time to time, the “Pledge Agreement”), among McJunkin Corporation, a West Virginia corporation (the “Borrower”), each of the Subsidiaries of the Borrower listed on the signature pages thereto (each such Subsidiary being a “Subsidiary Pledgor” and, collectively, the “Subsidiary Pledgors”; the Subsidiary Pledgors and the Borrower are referred to collectively as the “Pledgors”) and Lehman Commercial Paper Inc., as Collateral Agent (in such capacity, the “Collateral Agent”) under the Credit Agreement referred to below.
ATB Corporate Financial Services 300,239 — 8th Avenue SW | Calgary, Alberta | T2P 1B9Original Letter Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • Alberta
We refer to our Letter Agreement dated May 17, 2007 (the “Original Letter Agreement”), between Midfield Supply ULC (the “Borrower”) and Alberta Treasury Branches (the “Lender”), and confirm our agreement to make the amendments described below, subject to the following terms and conditions. Capitalized terms used herein without definition shall have the meeting given to them in the Original Letter Agreement.
McAPPLE CONTRIBUTION AGREEMENTMcApple Contribution Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • Delaware
CONTRIBUTION AGREEMENT, dated as of December 4, 2006 (the “Agreement”), among McJunkin Corporation, a West Virginia corporation (the “Company”), McJ Holding LLC, a Delaware limited liability company (“Holdco”), and the shareholders of McJunkin Appalachian Oilfield Supply Company, a West Virginia corporation (“McApple”), named in Exhibit A hereto (collectively, the “Contributing Shareholders”).
AMENDMENT NO. 1 TO THE MANAGEMENT STOCKHOLDERS AGREEMENTThe Management Stockholders Agreement • September 26th, 2008 • McJunkin Red Man Holding Corp • Retail-building materials, hardware, garden supply • Delaware
This Amendment No. 1 (this “Amendment”) to the Management Stockholders Agreement by and among PVF Holdings LLC (formerly known as McJ Holding LLC), a Delaware limited liability company (the “McJ Holding LLC”), McJunkin Red Man Holding Corporation (formerly known as McJ Holding Corporation), a Delaware corporation (the “Company”), and the other parties thereto, dated as of March 27, 2007 (the “Agreement”) is effective as of December 21, 2007.
