THE PANTRY, INC. (a Delaware corporation) 2,150,000 Shares of Common Stock PURCHASE AGREEMENT Dated: March 8, 2005Purchase Agreement • March 18th, 2005 • Fs Equity Partners Iii Lp • New York
The Pantry, Inc., a Delaware corporation (the "Company"), and the persons listed in Schedule A hereto (the “Selling Shareholders”), confirm their respective agreements with Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch” or the “Underwriter”), with respect to the sale by the Selling Shareholders, acting severally and not jointly, and the purchase by the Underwriter, of 2,150,000 shares of Common Stock, par value $0.01 per share, of the Company (the “Common Stock”). The aforesaid 2,150,000 shares of Common Stock to be purchased by the Underwriter are hereinafter called the “Securities.”
