CERADYNE, INC. (a Delaware corporation) 2.875% Senior Subordinated Convertible Notes due 2035 PURCHASE AGREEMENTPurchase Agreement • December 19th, 2005 • Ceradyne Inc • Miscellaneous manufacturing industries • New York
Notwithstanding the foregoing, and subject to the conditions below, the undersigned may transfer the Lock-Up Securities without the prior written consent of Citigroup:
AMENDMENT NO. 2 TO THE CREDIT AGREEMENTCredit Agreement • December 19th, 2005 • Ceradyne Inc • Miscellaneous manufacturing industries • New York
AMENDMENT NO. 2 TO THE CREDIT AGREEMENT (this “Amendment”) among Ceradyne, Inc., a Delaware corporation (“Ceradyne”), Ceradyne ESK, LLC, a Delaware limited liability company (“ESK LLC”), ESK Ceramics GmbH & Co. KG (“ESK KG”; and collectively with Ceradyne and ESK LLC, the “Borrowers”), the banks, financial institutions and other lenders party hereto (collectively, the “Lenders”) and Wachovia Bank, National Association, as collateral agent and administrative agent (in such capacity, the “Administrative Agent”) for the Lenders.
