AMENDMENT TO STOCKHOLDER RIGHTS AGREEMENTStockholder Rights Agreement • January 30th, 2017 • Ulta Beauty, Inc. • Retail-retail stores, nec • Delaware
This AMENDMENT (this “Amendment”) to the Stockholder Rights Agreement, dated as of October 25, 2007 (the “Agreement”), by and between Ulta Salon, Cosmetics & Fragrance, Inc. (the “Company”) and American Stock Transfer & Trust Company, as Rights Agent (“Rights Agent”), is made and entered into as of January 29, 2017. Capitalized terms used but not expressly defined in this Amendment shall have the meanings ascribed to such terms in the Agreement.
AGREEMENT AND PLAN OF MERGERMerger Agreement • January 30th, 2017 • Ulta Beauty, Inc. • Retail-retail stores, nec • Delaware
This AGREEMENT AND PLAN OF MERGER (the “Agreement”), entered into as of January 27, 2017, by and among Ulta Salon, Cosmetics & Fragrance, Inc., a Delaware corporation (the “Company”), Ulta Beauty, Inc., a Delaware corporation and a direct, wholly owned subsidiary of the Company (“Holdco”), and Ulta Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Holdco (“Merger Sub”).
COMPENSATION PLAN AGREEMENTCompensation Plan Agreement • January 30th, 2017 • Ulta Beauty, Inc. • Retail-retail stores, nec
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Collateral Agent and LC Issuer, WELLS FARGO CAPITAL FINANCE, LLC J.P. MORGAN SECURITIES LLC as Joint Lead Arrangers and...Loan and Security Agreement • January 30th, 2017 • Ulta Beauty, Inc. • Retail-retail stores, nec • Illinois
This Amended and Restated Loan and Security Agreement (as amended, restated or otherwise modified from time to time, the “Agreement”) dated as of October 19, 2011 is entered into by and among ULTA SALON, COSMETICS & FRAGRANCE, INC., a Delaware corporation (“Borrower”), the financial institutions from time to time parties hereto as lenders (“Lenders”), WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacities as administrative agent for Lenders (“Administrative Agent”), as collateral agent for Lenders (“Collateral Agent,”) and in its individual capacity, (“Wells Fargo”), WELLS FARGO BANK NATIONAL ASSOCIATION, as LC Issuer (“LC Issuer”) and JPMORGAN CHASE BANK, N.A., in its capacity as Syndication Agent (“Syndication Agent”); and PNC BANK, NATIONAL ASSOCIATION, in its capacity as documentation agent for Lenders (“Documentation Agent”) and in its individual capacity (“PNC”).
