EXHIBIT B SHARE PURCHASE AGREEMENTShare Purchase Agreement • June 10th, 2004 • FIMI Opportunity Fund, L.P. • Women's, misses', children's & infants' undergarments
THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of February 17, 2004 (the “Effective Date”), by and between (i) Tefron Ltd., an Israeli company (“Tefron” or the “Company”), whose shares are traded on the New York Stock Exchange (the “NYSE”), and (ii) Norfet, Limited Partnership (the “Investor”), an Israeli limited partnership wholly owned by (x) N.D.M.S. Ltd. (“NDMS”), an Israeli private company, wholly owned by FIMI Opportunity Fund, L.P. (the “Delaware Fund”), a limited partnership formed under the laws of the State of Delaware, (y) FIMI Israel Opportunity Fund, Limited Partnership (the “Israeli Fund”), a limited partnership, formed under the laws of the State of Israel, and (z) certain designees and co-investors listed in Exhibit A attached hereto (collectively with the Israeli Fund and the Delaware Fund, the “Fund”).
JOINT FILING AGREEMENTJoint Filing Agreement • June 10th, 2004 • FIMI Opportunity Fund, L.P. • Women's, misses', children's & infants' undergarments
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Series A Ordinary Shares of Tefron Ltd. and further agree that this agreement be included as an exhibit to such filing. Each party to the agreement expressly authorizes each other party to file on its behalf any and all amendments to such statement. Each party to this agreement agrees that this joint filing agreement may be signed in counterparts.
AGREEMENTPurchase Agreement • June 10th, 2004 • FIMI Opportunity Fund, L.P. • Women's, misses', children's & infants' undergarments
THIS AGREEMENT (the “Agreement”) is made and entered into as of this 17th day of February, 2004 by and among (a) Arwol Holdings Ltd. (“Arwol”) (b) Macpell Industries Ltd. (“Macpell” and, collectively with Arwol, the “Sellers”), and (c) Norfet, Limited Partnership (the “Purchaser”), a limited partnership registered under the laws of the State of Israel.
