ASSET PURCHASE AGREEMENT dated September 27, 2011 by and among (the “Parent”), CHELSEA INDUSTRIES, INC. (the “Company”), BES-PAK & COMPANY, INC. FESC CORP. and RSMC, INC. (the “Subsidiaries”) and AEP INDUSTRIES INC. (the “Buyer”)Asset Purchase Agreement • September 27th, 2011 • Aep Industries Inc • Unsupported plastics film & sheet • New York
THIS ASSET PURCHASE AGREEMENT, dated as of September 27, 2011 (the “Agreement”), is made and entered into by and among CI Holdings Corp., a Massachusetts corporation (the “Parent”); Chelsea Industries, Inc., a Massachusetts corporation and a wholly-owned subsidiary of Parent (the “Company”); Bes-Pak & Company, Inc., a Massachusetts corporation and a wholly owned subsidiary of the Company (“Bes-Pak”); FESC Corp., a Pennsylvania corporation and a wholly owned subsidiary of the Company (“FESC”), and RSMC, Inc., a Massachusetts corporation and a wholly owned subsidiary of the Company (“RSMC”; and together with Bes-Pak and FESC, the “Subsidiaries” and together with the Company, the “Sellers”); and AEP Industries Inc., a Delaware corporation (the “Buyer”). Capitalized terms not otherwise defined in this Agreement shall have the meanings ascribed to them in Article XII below.
