STOCK PURCHASE AGREEMENT by and among ROUNDTABLE HEALTHCARE PARTNERS II, L.P., ROUNDTABLE HEALTHCARE INVESTORS II, L.P., ASPEN GREY, LLC, ASPEN CONVERTIBLE LLC, THE DANIEL J. BOWEN TRUST, U/A/D MAY 10, 2005, AS AMENDED, RICHARD ADLOFF, ROBERT BENNETT,...Stock Purchase Agreement • July 26th, 2012 • Hill-Rom Holdings, Inc. • Surgical & medical instruments & apparatus • New York
This STOCK PURCHASE AGREEMENT, dated as of July 23, 2012 (this “Agreement”), is by and among (i) RoundTable Healthcare Partners II, L.P., a Delaware limited partnership (“RT Partners”), in its capacity as a Seller and as the Stockholder Representative (in each case as defined below), RoundTable Healthcare Investors II, L.P., a Delaware limited partnership (“RT Investors”), Aspen Grey, LLC, a Michigan limited liability company, Aspen Convertible LLC, a Michigan limited liability company, The Daniel J. Bowen Trust, u/a/d May 10, 2005, as amended, Richard Adloff, Robert Bennett, Stacy Bruno, Debbie Daly, The R.B. DeBaun Family Trust, Maurice Dowling, Kathy Feuerman, Claude Grant, James Aaron Heintz, Randy Hoyt, Carla Krause, Marie-Louise Little, Tom Moss, Terry O’Rourke, Gregory Pritchard, Wendy Russell, Dave Strah, Steve Thomas, Gareth Wood, Christopher Hill and Richard Allen (collectively, the “Stockholders”), (ii) the individuals set forth on Exhibit A hereto (the “Optionholders” and,
