AGREEMENT AND PLAN OF MERGER dated as of April 3, 2011 among DUCOMMUN INCORPORATED, DLBMS, INC. and LABARGE, INC.Merger Agreement • April 6th, 2011 • Labarge Inc • Search, detection, navagation, guidance, aeronautical sys • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of April 3, 2011 among Ducommun Incorporated, a corporation organized and existing under the laws of Delaware (“Parent”), DLBMS, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Parent (“Merger Subsidiary”) and LaBarge, Inc., a Delaware corporation (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 6th, 2011 • Labarge Inc • Search, detection, navagation, guidance, aeronautical sys • Missouri
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of April 3, 2011 between LaBARGE, INC., a Delaware corporation (the “Company”) and John R. Parmley (the “Executive”) (each of the foregoing individually a “Party” and collectively the “Parties”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 6th, 2011 • Labarge Inc • Search, detection, navagation, guidance, aeronautical sys • Missouri
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of April 3, 2011 between LaBARGE, INC., a Delaware corporation (the “Company”) and Craig E. LaBarge (the “Executive”) (each of the foregoing individually a “Party” and collectively the “Parties”).
ContractVoting Agreement • April 6th, 2011 • Labarge Inc • Search, detection, navagation, guidance, aeronautical sys • Delaware
VOTING AGREEMENT dated as of April 3, 2011 (this “Agreement”), by and among Ducommun Incorporated, a Delaware corporation (“Parent”), and the individuals and other parties listed on Schedule A attached hereto (each, a “Stockholder” and, collectively, the “Stockholders”).
AMENDMENT NO. 2 TO RIGHTS AGREEMENTRights Agreement • April 6th, 2011 • Labarge Inc • Search, detection, navagation, guidance, aeronautical sys • Delaware
This Amendment No. 2, dated as of April 3, 2011 (this “Amendment”) to the Rights Agreement, dated November 8, 2001, as amended (the “Rights Agreement”), is made by and between LaBarge, Inc., a Delaware corporation (the “Company”), and Registrar and Transfer Company, as rights agent (the “Rights Agent”). Capitalized terms not otherwise defined herein shall have the meaning given to such terms in the Rights Agreement.
