MEMBERSHIP INTEREST PURCHASE AGREEMENT among the SELLERS party hereto, FORTRESS NORTH AMERICA, LLC, FRS GROUP LLC, and COMPASS MINERALS INTERNATIONAL, INC., a Delaware corporation, dated as of May 5, 2023Membership Interest Purchase Agreement • August 8th, 2023 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • New York
Contract Type FiledAugust 8th, 2023 Company Industry JurisdictionTHIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of May 5, 2023 the (“Effective Date”), is entered into by and among those Persons set forth on Exhibit A (each, an “FNA Seller,” and collectively, “FNA Sellers”); those Persons set forth on Exhibit B (each, an “FRS Seller,” and collectively, “FRS Sellers” and, together with FNA Sellers, each, a “Seller,” and collectively, “Sellers”); Fortress North America, LLC, a Delaware limited liability company (“FNA”); FRS Group LLC, a Delaware limited liability company (“FRS,” and together with FNA, each, a “Company,” and collectively, the “Companies”); COMPASS MINERALS INTERNATIONAL, INC., a Delaware corporation (“Buyer”); and MICHAEL ASHKER, in his capacity as sellers representative (“Sellers Representative”). As used in this Agreement, “Parties”, the Companies, the Sellers, Sellers Representative and/or Buyer.