STOCK PURCHASE AGREEMENT AMONG B&W EQUITY INVESTMENTS, LLC BABCOCK & WILCOX MEGTEC HOLDINGS, INC., BABCOCK & WILCOX MEGTEC, LLC, THE BABCOCK & WILCOX COMPANY, BABCOCK & WILCOX UNIVERSAL, INC., BABCOCK & WILCOX ENTERPRISES, INC., DURR INC., AND DÜRR...Stock Purchase Agreement • August 9th, 2018 • Babcock & Wilcox Enterprises, Inc. • Heating equipment, except electric & warm air furnaces • Delaware
This Stock Purchase Agreement is dated as of June 5, 2018 (this “Agreement”) and is among B&W Equity Investments, LLC, a Delaware limited liability company (“MEGTEC Seller”), The Babcock & Wilcox Company, a Delaware corporation (“Universal Seller” and together with MEGTEC Seller, each, a “Seller” and together, the “Sellers”), Babcock & Wilcox MEGTEC Holdings, Inc., a Delaware corporation (“Holdings”), Babcock & Wilcox MEGTEC, LLC, a Delaware limited liability company (“MEGTEC US”), Babcock & Wilcox Universal, Inc., a Wisconsin corporation (“Universal” and together with Holdings and MEGTEC US, each a “Company” and together, the “Companies”), Babcock & Wilcox Enterprises, Inc., a Delaware corporation (“Seller Parent”), Durr Inc., a Delaware corporation (“Buyer”) and a wholly owned Subsidiary of Dürr Aktiengesellschaft, a German stock corporation (“Parent”), and Parent (collectively, the “Parties”) solely for purposes of Sections 3.1-3.5, 4.5, 8.2 and 8.14. Capitalized terms, unless
CONSENT AND AMENDMENT NO. 7 TO CREDIT AGREEMENTCredit Agreement • August 9th, 2018 • Babcock & Wilcox Enterprises, Inc. • Heating equipment, except electric & warm air furnaces • New York
This CONSENT AND AMENDMENT NO. 7 TO CREDIT AGREEMENT (this “Amendment”), dated as of May 31, 2018, is among BABCOCK & WILCOX ENTERPRISES, INC., a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A., in its capacity as administrative agent for the Lenders (as defined in the Credit Agreement described below) (in such capacity, the “Administrative Agent”), and each of the Lenders party hereto, and, for purposes of Sections 1, 2, 3, 4, 7 and 8 hereof, acknowledged and agreed by certain Subsidiaries of the Borrower, as Guarantors.
