SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 5th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • New York
SECOND AMENDMENT TO AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • June 5th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
THIS SECOND AMENDMENT TO AMENDED AND RESTATED STOCKHOLDERS AGREEMENT, dated as of January 5, 2009 (this “Amendment”), is by and among AGA MEDICAL HOLDINGS, INC., a Delaware corporation (the “Company”), WELSH, CARSON, ANDERSON & STOWE IX, L.P., a Delaware limited partnership (“WCAS”), FRANCK L. GOUGEON (“Gougeon”), GOUGEON SHARES LLC, a Minnesota limited liability company (the “Gougeon LLC”), and the FRANCK L. GOUGEON REVOCABLE TRUST UNDER AGREEMENT DATED JUNE 28, 2006 (together with Gougeon and the Gougeon LLC, the “Gougeon Stockholders”), amending that certain Amended and Restated Stockholders Agreement, dated as of April 21, 2008, by and among the Company, WCAS, the Gougeon Stockholders and the other individuals and entities party thereto, as first amended as of June 20, 2008 (the “Stockholders Agreement”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Stockholders Agreement.
FIRST AMENDMENT TO AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 5th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
THIS FIRST AMENDMENT TO AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of January 5, 2009 (this “Amendment”), is by and between AGA MEDICAL HOLDINGS, INC., a Delaware corporation (the “Company”) and WELSH, CARSON, ANDERSON & STOWE IX, L.P., a Delaware limited partnership (“WCAS”), amending that certain Amended and Restated Registration Rights Agreement, dated as of April 21, 2008, by and among the Company, WCAS, the Gougeon Stockholders and the other individuals and entities party thereto (the “Registration Rights Agreement”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Registration Rights Agreement.
REFORMATION AGREEMENTReformation Agreement • June 5th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus
This Reformation Agreement (“Agreement”) is made an entered into by and between AGA Medical Corporation, a Minnesota corporation (the “Company”), and Ronald Lund of 9002 Riley Lake Rd., Eden Prairie, MN 55347 (the “Executive”), dated as of the 30th day of December, 2008.
