AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 24th, 2008 • Ducommun Inc /De/ • Aircraft parts & auxiliary equipment, nec
This Amendment No. 1 to Amended and Restated Credit Agreement (this “Amendment”), dated as of December 19, 2008, is entered into with reference to the Amended and Restated Credit Agreement (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”) dated as of April, 7, 2005 among Ducommun Incorporated, a Delaware corporation (“Borrower”), each lender from time to time a party thereto (each a “Lender” and collectively, the “Lenders”), and Bank of America, N.A., as a Lender, as Issuing Lender, Swing Line Lender, and as Administrative Agent (in such capacity, the “Administrative Agent”). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Credit Agreement. Section references herein relate to the Credit Agreement unless otherwise stated.
STOCK PURCHASE AGREEMENT DATED DECEMBER 22, 2008, BY AND AMONG DYNABIL ACQUISITION, INC. EACH OF THE STOCKHOLDERS OF DYNABIL ACQUISITION, INC., AS SELLERS, DUCOMMUN AEROSTRUCTURES, INC., AS PURCHASER AND DUCOMMUN INCORPORATED, AS GUARANTORStock Purchase Agreement • December 24th, 2008 • Ducommun Inc /De/ • Aircraft parts & auxiliary equipment, nec • New York
This Stock Purchase Agreement (this “Agreement”) is made as of December 22, 2008, by and among Ducommun AeroStructures, Inc., a Delaware corporation (“Purchaser”), Ducommun Incorporated, a Delaware corporation and parent of Purchaser (“Guarantor”), DynaBil Acquisition, Inc., a Delaware corporation (the “Company”), each of the equityholders of the Company, all of whom are listed on the Equityholders List attached hereto as Exhibit A (each a Seller and collectively, “Sellers” and, together with the Company, the “Selling Parties”) and the Stockholders’ Representative (as defined below). Purchaser, Guarantor, the Company and Sellers are referred to collectively herein as the “Parties.”
