SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger and Reorganization • March 8th, 2005 • Jorgensen Earle M Co /De/ • Wholesale-metals service centers & offices • New York
THIS SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (the “Second Amendment”) is made as of March 3, 2005, by and among Earle M. Jorgensen Holding Company, Inc., a Delaware corporation (“Holding”), Earle M. Jorgensen Company, a Delaware corporation (the “Company”), and EMJ Metals LLC, a Delaware limited liability company (“EMJ Metals LLC”).
FIRST AMENDMENT TO EXCHANGE AGREEMENTExchange Agreement • March 8th, 2005 • Jorgensen Earle M Co /De/ • Wholesale-metals service centers & offices • New York
THIS FIRST AMENDMENT TO EXCHANGE AGREEMENT (the “Amendment”) is made as of March 3, 2005, by and among Earle M. Jorgensen Holding Company, Inc., a Delaware corporation (“Holding”), Earle M. Jorgensen Company, a Delaware corporation (the “Company”), Kelso Investment Associates, L.P., a Delaware limited partnership (“KIA”), Kelso Equity Partners II, L.P., a Delaware limited partnership (“KEP II”), KIA III-Earle M. Jorgensen, L.P., a Delaware limited partnership (“KIA III”), and Kelso Investment Associates IV, L.P., a Delaware limited partnership (“KIA IV”). Each of KIA, KEP II, KIA III, and KIA IV may sometimes individually be referred to as a “Stockholder” and collectively referred to as the “Stockholders.”
