STOCKHOLDERS AGREEMENT dated as of May 22, 2012 by and among ANGIODYNAMICS, INC. and THE STOCKHOLDERS NAMED HEREINStockholders Agreement • May 24th, 2012 • Avista Capital Partners GP, LLC • Surgical & medical instruments & apparatus • Delaware
THIS STOCKHOLDERS AGREEMENT is dated as of May 22, 2012 (this “Agreement”), by and among AngioDynamics, Inc., a Delaware corporation (the “Company”), the stockholders of the Company set forth on the signature pages hereto (each, a “Stockholder” and collectively, the “Stockholders”) and, solely with respect to, and as specified in, Article IV, Avista Capital Holdings, LP, a Delaware limited partnership (the “Management Company”).
STOCK PURCHASE AGREEMENT dated as of January 30, 2012 among ANGIODYNAMICS, INC., NM HOLDING COMPANY, INC., THE STOCKHOLDERS NAMED HEREIN, solely with respect to, and as specified in, Sections 2.4 and 7.11(b) THE OPTIONHOLDERS WHO EXECUTE JOINDER...Stock Purchase Agreement • May 24th, 2012 • Avista Capital Partners GP, LLC • Surgical & medical instruments & apparatus • New York
This STOCK PURCHASE AGREEMENT is dated as of January 30, 2012 (this “Agreement”), by and among AngioDynamics, Inc., a Delaware corporation (the “Buyer”), NM Holding Company, Inc., a Delaware corporation (the “Company”), the stockholders of the Company who are, or will be before the Closing (as defined below), set forth on the signature pages hereto (each, a “Seller” and collectively, the “Sellers”), solely with respect to, and as specified in, Sections 2.4 and 7.11(b), the Optionholders who execute Joinder Agreements (as defined below) after the date hereof, solely with respect to, and as specified in, Section 2.6 and Article XII, Avista Capital Partners GP, LLC, in its capacity as the Sellers’ representative (the “Sellers’ Representative”).
ESCROW AGREEMENTEscrow Agreement • May 24th, 2012 • Avista Capital Partners GP, LLC • Surgical & medical instruments & apparatus • New York
This Escrow Agreement, as may be amended or modified from time to time pursuant hereto (this “Agreement”), is made and entered into as of May 22, 2012, by and among AngioDynamics, Inc., a Delaware corporation (the “Buyer”), Avista Capital Partners GP, LLC, a Delaware limited liability company (the “Sellers’ Representative”), and JPMorgan Chase Bank, National Association, as escrow agent (the “Escrow Agent”).
JOINT FILING AGREEMENTJoint Filing Agreement • May 24th, 2012 • Avista Capital Partners GP, LLC • Surgical & medical instruments & apparatus
This Joint Filing Agreement may be executed in separate counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
