HOLDINGS/THOMPSON/CENTER ARMS/SMITH & WESSON GUARANTYGuaranty Agreement • July 24th, 2009 • Smith & Wesson Holding Corp • Ordnance & accessories, (no vehicles/guided missiles) • New York
THIS GUARANTY (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of July 20, 2009, is made by and among Smith & Wesson Holding Corporation, a Nevada corporation (“Holdings”), Thompson/Center Arms Company, Inc., a New Hampshire corporation (“TCAC”), Smith & Wesson Corp., a Delaware corporation (“S&W Corp.”), and those additional entities that hereafter become guarantors hereunder by executing a joinder agreement substantially in the form of Exhibit A hereto (each a “Guarantor” and collectively the “Guarantors”), and TD Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties (as defined in the Credit Agreement referred to below).
SMITH & WESSON HOLDING CORPORATION AND CERTAIN AFFILIATED ENTITIES AMENDMENT NO. 3 AND JOINDER TO CREDIT AGREEMENTCredit Agreement • July 24th, 2009 • Smith & Wesson Holding Corp • Ordnance & accessories, (no vehicles/guided missiles)
This Amendment No. 3 and Joinder to Credit Agreement (this “Amendment No. 3”) dated as of July 20, 2009 (the “Amendment Date”), is among Smith & Wesson Holding Corporation, a Nevada corporation (“Holdings”), Smith & Wesson Corp., a Delaware corporation (“S&W Corp.”), Thompson/Center Arms Company, Inc., a New Hampshire corporation (“TCAC” and, together with Holdings and S&W Corp., the “Initial Borrowers”), Thompson Center Holding Corporation, a Delaware corporation (“TCHC”), Fox Ridge Outfitters, Inc., a New Hampshire corporation (“Fox Ridge”), Bear Lake Holdings, Inc., a Delaware corporation (“Bear Lake”), K.W. Thompson Tool Company, Inc., a New Hampshire corporation (“K.W. Thompson”), O.L. Development, Inc., a New Hampshire corporation (“O.L. Development”), and Universal Safety Response, Inc. (formerly known as SWAC-USR II, Inc.), a Delaware corporation, successor by merger to Universal Safety Response, Inc., a New York corporation, successor by merger to SWAC USR-I, Inc., a Delaware
IRREVOCABLE PROXY COUPLED WITH INTERESTIrrevocable Proxy Coupled With Interest • July 24th, 2009 • Smith & Wesson Holding Corp • Ordnance & accessories, (no vehicles/guided missiles)
Reference is made to that certain Agreement and Plan of Merger, dated as of June 18, 2009 (the “Merger Agreement”), among Smith & Wesson Holding Corporation, a Nevada corporation (“S&W”); SWAC-USR I, Inc., a Delaware corporation and wholly owned subsidiary of S&W; SWAC-USR II, Inc., a Delaware corporation and wholly owned subsidiary of S&W; Universal Safety Response, Inc., a New York corporation; and William C. Cohen, Jr., as Stockholders’ Representative. Capitalized terms used but not defined in this Irrevocable Proxy Coupled With Interest shall have the meanings assigned to such terms in the Merger Agreement.
REGISTRATION AGREEMENTRegistration Agreement • July 24th, 2009 • Smith & Wesson Holding Corp • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
REGISTRATION AGREEMENT (this “Agreement”), dated as of July 20, 2009, by and among Smith & Wesson Holding Corporation, a Nevada corporation (the “Company”), and the undersigned holders of Common Stock (each, a “Holder”, and collectively, the “Holders”).
