STOCK PURCHASE AGREEMENT by and among NGK SPARK PLUG CO., LTD, UCI HOLDINGS LIMITED, and solely for the purposes of Section 10.13, RANK GROUP LIMITED Dated as of May 8, 2015Stock Purchase Agreement • August 5th, 2015 • Uci Holdings LTD • Motor vehicle parts & accessories • New York
This STOCK PURCHASE AGREEMENT, dated as of May 8, 2015 (this “Agreement”), is made by and among NGK Spark Plug Co., Ltd, a Japanese company (“Buyer”), UCI Holdings Limited, a company organized under the laws of New Zealand (“Seller”) and, solely for the purposes of Section 10.13, Rank Group Limited, a company organized under the laws of New Zealand (“Seller Guarantor”). Capitalized terms used herein shall have the meanings assigned to such terms in the text of this Agreement or in Section 9.1.
ContractBorrowing Subsidiary Agreement • August 5th, 2015 • Uci Holdings LTD • Motor vehicle parts & accessories • New York
AMENDMENT NO. 1 dated as of May 5, 2015 (this “Amendment”), to the Credit Agreement dated as of January 26, 2011 (as amended, supplemented or modified prior to the date hereof, the “Credit Agreement”; and as amended by this Amendment, the “Amended Credit Agreement”), by and among UCI INTERNATIONAL, LLC, a Delaware limited liability company (formerly known as UCI International, Inc.) (the “Closing Date Borrower”), UCI HOLDINGS LIMITED, a New Zealand limited liability company (“Holdings”), UCI ACQUISITION HOLDINGS (NO. 1) CORP, a Delaware corporation (“Acquisition Holdings (No. 1)”), UCI ACQUISITION HOLDINGS (NO. 2) CORP, a Delaware corporation (“Acquisition Holdings (No. 2)”), the Subsidiary Guarantors party thereto, the Lenders party thereto, and CREDIT SUISSE AG, as administrative agent for the Lenders (in such capacity, including any successor thereto, the “Administrative Agent”).
