FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 24th, 2013 • Boulder Brands, Inc. • Food and kindred products • New York
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of December 20, 2013 and is entered into by and among GFA Brands, Inc., a Delaware corporation (“GFA”), UHF Acquisition Corp., a Delaware corporation (“UHF”), Udi’s Healthy Foods, LLC, a Colorado limited liability company (“Udi”; and together with GFA and UHF, each a “Borrower” and collectively, the “Borrowers”), Boulder Brands, Inc. (formerly known as Smart Balance, Inc.), a Delaware corporation (the “Parent”), as a Guarantor, the other Guarantors party hereto, Citibank, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and the lenders listed on the signature pages hereto, and is made with reference to that certain Credit Agreement, dated July 9, 2013 (as amended to, but not including, the date hereof, the “Credit Agreement”), by and among the Borrowers, the Parent, the lenders party thereto, the Administrative Agent and the other persons named therein. Capitalized terms used herein wit
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 24th, 2013 • Boulder Brands, Inc. • Food and kindred products • New York
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of December 20, 2013 and is entered into by and among GFA Brands, Inc., a Delaware corporation (“GFA”), UHF Acquisition Corp., a Delaware corporation (“UHF”), Udi’s Healthy Foods, LLC, a Colorado limited liability company (“Udi”; and together with GFA and UHF, each a “Borrower” and collectively, the “Borrowers”), Boulder Brands, Inc. (formerly known as Smart Balance, Inc.), a Delaware corporation (the “Parent”), as a Guarantor, the other Guarantors party hereto, Citibank, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and the lenders listed on the signature pages hereto constituting at least the Required Revolving Lenders, and is made with reference to that certain Credit Agreement, dated July 9, 2013 (as amended by that First Amendment to Credit Agreement dated as of December 20, 2013, and as further amended to, but not including, the date hereof, the “Credit Agreement”), by and amo
UNIT PURCHASE AGREEMENT dated as of December 23, 2013 by and among GFA BRANDS, INC., BOULDER BRANDS, INC., SELLERS (AS DEFINED HEREIN) and BURRITO INVESTMENT GROUP LLC in the capacity of Seller RepresentativeUnit Purchase Agreement • December 24th, 2013 • Boulder Brands, Inc. • Food and kindred products • Delaware
This Unit Purchase Agreement (this “Agreement”) is entered into as of December 23, 2013, by and among GFA Brands, Inc., a Delaware corporation (“Buyer”), Boulder Brands, Inc., a Delaware corporation (“Buyer Parent”), the Persons listed on Schedule I attached hereto (each a “Seller” and collectively, the “Sellers”) and Burrito Investment Group LLC, in the capacity of Seller Representative (as defined herein). Capitalized terms used in this Agreement shall have the meanings ascribed to them in Exhibit A attached hereto.
