AMENDMENT NO. 1 TO STOCK AND ASSET PURCHASE AGREEMENTStock and Asset Purchase Agreement • May 15th, 2007 • Tarrant Apparel Group • Women's, misses', and juniors outerwear • New York
EX-2.1 2 dex21.htm STOCK AND ASSET PURCHASE AGREEMENT - MEDIANEWS GROUP, INC. STOCK AND ASSET PURCHASE AGREEMENT by and between THE MCCLATCHY COMPANY and MEDIANEWS GROUP, INC. Dated April 26, 2006 Page -i- (Continued) Page -ii- (Continued) Page...Stock and Asset Purchase Agreement • May 5th, 2020 • Delaware
THIS STOCK AND ASSET PURCHASE AGREEMENT (“Agreement”) is made as of April 26, 2006 by and between MEDIANEWS GROUP, INC., a Delaware corporation (“Buyer”), and THE MCCLATCHY COMPANY, a Delaware corporation (“Seller” provided that following the Effective Time (as defined below), “Seller” shall mean the surviving corporation in the Merger (as defined below)).
RECITALSStock and Asset Purchase Agreement • October 3rd, 2005 • Nelnet Inc • Personal credit institutions • Texas
EXHIBIT 2.1 STOCK AND ASSET PURCHASE AGREEMENTStock and Asset Purchase Agreement • October 26th, 2006 • Skillsoft Public Limited Co • Services-prepackaged software • New York
Exhibit 2.1 STOCK AND ASSET PURCHASE AGREEMENTStock and Asset Purchase Agreement • January 10th, 2000 • Polo Ralph Lauren Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
STOCK AND ASSET PURCHASE AGREEMENT by and among PFIZER INC., GLAXOSMITHKLINE PLC and GLAXOSMITHKLINE CONSUMER HEALTHCARE HOLDINGS LIMITED DATED AS OF DECEMBER 19, 2018Stock and Asset Purchase Agreement • June 1st, 2022 • Haleon PLC • Perfumes, cosmetics & other toilet preparations • New York
This STOCK AND ASSET PURCHASE AGREEMENT, dated as of December 19, 2018 (this “Agreement”), is by and among Pfizer Inc., a Delaware corporation (“Seller Parent”), GlaxoSmithKline Plc, a public limited company incorporated under the laws of England (“Purchaser Parent”, and together with Seller Parent, the “Parents”), and GlaxoSmithKline Consumer Healthcare Holdings Limited, a company incorporated under the laws of England (“Purchaser,” and together with the Parents, the “Parties”).
STOCK AND ASSET PURCHASE AGREEMENT This STOCK AND ASSET PURCHASE AGREEMENT ("Agreement") made as of January 23, 2001, by and among TELTRAN INTERNATIONAL GROUP, LTD., a Delaware corporation ("Teltran"), INTERNET PROTOCOLS LTD. ("IPL"), a corporation...Stock and Asset Purchase Agreement • August 15th, 2001 • NCT Group Inc • Miscellaneous electrical machinery, equipment & supplies • New York
EXHIBIT 2.1 FINAL EXECUTION VERSION STOCK AND ASSET PURCHASE AGREEMENT BY AND BETWEEN AAG OPCO CORP.Stock and Asset Purchase Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
AMENDED AND RESTATED STOCK AND ASSET PURCHASE AGREEMENT AMONG EASTMAN KODAK COMPANY, AS DEBTOR-IN-POSSESSION, THE OTHER SELLER PARTIES LISTED ON THE SIGNATURE PAGES HERETO, KPP TRUSTEES LIMITED, AS TRUSTEE FOR THE KODAK PENSION PLAN OF THE UNITED...Stock and Asset Purchase Agreement • November 12th, 2013 • Eastman Kodak Co • Photographic equipment & supplies • New York
This Amended and Restated Stock and Asset Purchase Agreement is dated as of August 30, 2013, among Eastman Kodak Company, a New Jersey corporation (“Seller”), the other Seller Parties listed on the signature pages hereto (together with Seller, the “Principal Seller Parties”), and KPP Trustees Limited, as trustee for the KPP (“Purchaser” and, together with the Principal Seller Parties, each a “Party” and together the “Parties”); and, solely for purposes of Section 11.4, KPP Holdco Limited (“KPP Holdco”).
EXHIBIT 2.5 STOCK AND ASSET PURCHASE AGREEMENT FOR WET PRODUCTS DIVISIONStock and Asset Purchase Agreement • April 1st, 2003 • Mattson Technology Inc • Special industry machinery, nec • Delaware
EX-2.1 2 d262217dex21.htm EX-2.1 EXECUTION VERSION STOCK AND ASSET PURCHASE AGREEMENT BY AND BETWEEN NEWELL BRANDS INC. AND STANLEY BLACK & DECKER, INC. Dated as of October 12, 2016 PageStock and Asset Purchase Agreement • May 5th, 2020 • Delaware
STOCK AND ASSET PURCHASE AGREEMENT BY AND BETWEEN APPLIED MATERIALS, INC. AND METRON TECHNOLOGY N.V. Dated as of August 16, 2004Stock and Asset Purchase Agreement • August 26th, 2004 • Segal Edward D • Special industry machinery, nec • California
This STOCK AND ASSET PURCHASE AGREEMENT is dated as of August 16, 2004 (the “Agreement”) by and between Applied Materials, Inc., a Delaware corporation (the “Purchaser”) and Metron Technology N.V., a company organized under the laws of The Netherlands (the “Company”). Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in Section 9.1.
STOCK AND ASSET PURCHASE AGREEMENT BY AND BETWEEN PERRIGO COMPANY PLC AND VESTAS PHARMA LLC Dated as of March 1, 2021Stock and Asset Purchase Agreement • March 2nd, 2021 • PERRIGO Co PLC • Pharmaceutical preparations • Delaware
This STOCK AND ASSET PURCHASE AGREEMENT, dated as of March 1, 2021 (this “Agreement”), is by and between PERRIGO COMPANY PLC, an Irish public limited company (“Seller”), and VESTAS PHARMA LLC, a Delaware limited liability company (“Purchaser”). Seller and Purchaser are each referred to as a “Party” and collectively as the “Parties.”
STOCK AND ASSET PURCHASE AGREEMENT by and between Ethicon, Inc. and Fortive Corporation Dated as of June 6, 2018Stock and Asset Purchase Agreement • September 21st, 2018 • Fortive Corp • Industrial instruments for measurement, display, and control • New York
STOCK AND ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of June 6, 2018, by and between Ethicon, Inc., a New Jersey corporation (“Seller”), and Fortive Corporation, a Delaware corporation (“Buyer”).
EX-2.1 2 d265091dex21.htm STOCK AND ASSET PURCHASE AGREEMENT Execution Version CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[**]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE...Stock and Asset Purchase Agreement • May 5th, 2020 • Delaware
[**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission.
AMENDED AND RESTATED STOCK AND ASSET PURCHASE AGREEMENT AMONG PFIZER INC. AND ICU MEDICAL, INC.Stock and Asset Purchase Agreement • January 5th, 2017 • Icu Medical Inc/De • Surgical & medical instruments & apparatus
This Amended and Restated Stock and Asset Purchase Agreement (this “Agreement”) is made and entered into as of the 5th day of January, 2017 among Pfizer Inc., a Delaware corporation (“Seller Parent”), and ICU Medical, Inc., a Delaware corporation (“Purchaser” and together with Seller Parent, the “Parties”).
STOCK AND ASSET PURCHASE AGREEMENT BETWEEN LIVANOVA PLC MICROPORT CARDIAC RHYTHM B.V. and solely for purposes of Article IV and Sections 5.14(b), 5.16, 5.17(c) and 11.18, MICROPORT SCIENTIFIC CORPORATION Dated as of March 8, 2018Stock and Asset Purchase Agreement • March 8th, 2018 • LivaNova PLC • Electromedical & electrotherapeutic apparatus • New York
This STOCK AND ASSET PURCHASE AGREEMENT is dated as of March 8, 2018 (this “Agreement”), and is by and between LivaNova PLC, a public limited company incorporated and registered in England and Wales (“LivaNova”), and MicroPort Cardiac Rhythm B.V., a company with limited liability incorporated under the laws of the Netherlands (“Purchaser”) and, solely for purposes of Article IV, Sections 5.14(b), 5.16 and 11.18, MicroPort Scientific Corporation, a company with limited liability incorporated under the laws of the Cayman Islands and, as of the date hereof, listed on the Hong Kong Stock Exchange (Stock Code: 00853) (“MicroPort” or “Guarantor”).
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONStock and Asset Purchase Agreement • November 13th, 2023 • Bausch & Lomb Corp • Ophthalmic goods
On June 30, 2023, a wholly owned subsidiary of Bausch + Lomb Corporation (the “Company,” “Bausch + Lomb” or “B+L”), Bausch + Lomb Ireland Limited (“Buyer”), entered into a Stock and Asset Purchase Agreement (as amended, modified or supplemented, the “Acquisition Agreement”) with Novartis Pharma AG and Novartis Finance Corporation (together with Novartis Pharma AG, “Novartis”) and, solely for purposes of guaranteeing certain obligations of Buyer under the Acquisition Agreement, Bausch + Lomb. On September 29, 2023, under the terms of the Acquisition Agreement, the Company, through its subsidiary, completed the acquisition of XIIDRA® (lifitegrast ophthalmic solution) and certain other ophthalmology assets and assumed certain liabilities from Novartis related to Novartis’s front-of-eye ophthalmology assets (collectively, the “Acquired Assets” or the “Acquisition”) for: (i) an up-front cash payment of $1,750 million, (ii) potential milestone payments of up to $475 million in cash payable u
STOCK AND ASSET PURCHASE AGREEMENT BY AND BETWEEN B/E AEROSPACE, INC. AND HONEYWELL INTERNATIONAL INC. June 9, 2008Stock and Asset Purchase Agreement • June 11th, 2008 • Be Aerospace Inc • Public bldg & related furniture • New York
THIS STOCK AND ASSET PURCHASE AGREEMENT (this “Agreement”) is made this 9th day of June 2008, by and between B/E Aerospace, Inc., a Delaware corporation (“Purchaser”), on behalf of itself and the entities listed on Schedule A1 and Honeywell International Inc., a Delaware corporation (“Honeywell”), on behalf of itself and the entities listed on Schedule A2 (Honeywell and each such entity is referred to herein individually as a “Seller” and collectively as “Sellers”).
STOCK AND ASSET PURCHASE AGREEMENT by and between MAGELLAN HEALTH, INC. and MOLINA HEALTHCARE, INC. Dated as of April 30, 2020Stock and Asset Purchase Agreement • May 11th, 2020 • Magellan Health Inc • Services-hospitals • Delaware
This STOCK AND ASSET PURCHASE AGREEMENT (hereinafter referred to as this “Agreement”), dated as of April 30, 2020, is by and between Magellan Health, Inc., a Delaware corporation (the “Seller”), and Molina Healthcare, Inc., a Delaware corporation (the “Purchaser”). Each of the Seller and the Purchaser are referred to herein as a “Party” and, collectively, as the “Parties.”
FIRST AMENDMENT TO STOCK AND ASSET PURCHASE AGREEMENTStock and Asset Purchase Agreement • January 27th, 2015 • Novartis Ag • Pharmaceutical preparations • New York
THIS STOCK AND ASSET PURCHASE AGREEMENT (as it may be amended or supplemented from time to time in accordance with the terms hereof, this Agreement), dated as of April 22, 2014, is entered into by and between Novartis AG, a company incorporated under the laws of Switzerland (the Seller), and Eli Lilly and Company, a corporation organized under the laws of Indiana (the Purchaser; each of the Purchaser and the Seller is a Party and together are the Parties).
AMENDED AND RESTATED STOCK AND ASSET PURCHASE AGREEMENT Dated as of March 17, 2005 Among BIOTAGE AB and ARGONAUT TECHNOLOGIES, INC.Stock and Asset Purchase Agreement • March 21st, 2005 • Argonaut Technologies Inc • In vitro & in vivo diagnostic substances • Delaware
AMENDED AND RESTATED STOCK AND ASSET PURCHASE AGREEMENT, dated as of February 21, 2005, as amended and restated as of March 17, 2005 (such date, the “Amendment Date” and as amended this “Agreement”), among Biotage AB, a corporation organized under the laws of Sweden (the “Buyer”) and Argonaut Technologies, Inc., a Delaware corporation (the “Company”).
EX-2.1 2 d600171dex21.htm EX-2.1 Execution Version STOCK AND ASSET PURCHASE AGREEMENT by and between EASTMAN KODAK COMPANY and MIR BIDCO SA DATED NOVEMBER 11, 2018 Page Schedule A Summary of Specified Accounting Principles and Example of Estimated...Stock and Asset Purchase Agreement • May 5th, 2020 • New York
This Stock and Asset Purchase Agreement (this “Agreement”) is made and entered into this 11th day of November, 2018 (the “Execution Date”), by and between Eastman Kodak Company, a New Jersey corporation (“Seller”), and MIR Bidco SA, a société anonyme incorporated in Belgium with incorporation number BE 0705.932.821 (“Purchaser”). Seller and Purchaser are herein referred to individually as a “Party” and collectively as the “Parties.”
STOCK AND ASSET PURCHASE AGREEMENT BY AND AMONG TE CONNECTIVITY LTD., COMMSCOPE HOLDING COMPANY, INC. AND COMMSCOPE, INC. DATED JANUARY 27, 2015Stock and Asset Purchase Agreement • January 29th, 2015 • TE Connectivity Ltd. • Wholesale-electronic parts & equipment, nec • Delaware
This Stock and Asset Purchase Agreement (this “Agreement”) is made and entered into this 27th day of January, 2015 by and among TE Connectivity Ltd., a Swiss Corporation (“Seller”), CommScope Holding Company, Inc., a Delaware corporation (“Holdings”), and CommScope, Inc., a Delaware corporation and a wholly-owned Subsidiary of Holdings (“Purchaser”). Seller and Purchaser are herein referred to individually as a “Party” and collectively as the “Parties.”
EX-10.1 2 dex101.htm STOCK AND ASSET PURCHASE AGREEMENT STOCK AND ASSET PURCHASE AGREEMENT dated as of August 8 2006 by and among LOMINGER LIMITED, INC., LOMINGER CONSULTING, INC., MICHAEL M. LOMBARDO, ROBERT W. EICHINGER and KORN/FERRY INTERNATIONAL...Stock and Asset Purchase Agreement • May 5th, 2020 • New York
This STOCK AND ASSET PURCHASE AGREEMENT (this “Agreement”) dated as of August 8, 2006 is by and among Lominger Limited, Inc., a Minnesota corporation (“Limited”), Lominger Consulting, Inc., a Minnesota corporation (“Consulting,” each of Limited and Consulting being a “Company” and together being the “Companies”), Dr. Michael M. Lombardo and Dr. Robert W. Eichinger (each, a “Shareholder” and collectively the “Shareholders”), on the one hand, and Korn/Ferry International, a Delaware corporation (the “Buyer”), on the other hand.
STOCK AND ASSET PURCHASE AGREEMENT by and among FMC CORPORATION, TRONOX US HOLDINGS INC. and TRONOX LIMITED, solely for purposes set forth herein Dated as of February 3, 2015Stock and Asset Purchase Agreement • February 5th, 2015 • Tronox LTD • Industrial inorganic chemicals • Delaware
This STOCK AND ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of February 3, 2015 is by and among FMC Corporation, a Delaware corporation (“Seller”), Tronox US Holdings Inc., a Delaware corporation (“Purchaser”) and, solely for purposes of Section 11.15 and, to the extent such provisions are generally applicable to all Parties, for purposes of Article XI, Tronox Limited, an Australian public limited company incorporated in the Commonwealth of Australia (“Parent”) (each of Parent, Purchaser and Seller, a “Party” and collectively, the “Parties”).
AMENDED AND RESTATED STOCK AND ASSET PURCHASE AGREEMENTStock and Asset Purchase Agreement • April 29th, 2019 • Jacobs Engineering Group Inc /De/ • Heavy construction other than bldg const - contractors • New South Wales
This AMENDED AND RESTATED STOCK AND ASSET PURCHASE AGREEMENT (as further amended, restated or modified from time to time, this “Agreement”), dated as of April 26, 2019, is made and entered into by and between Jacobs Engineering Group Inc., a Delaware corporation (“Seller”), and WorleyParsons Ltd. (ACN 096 0901458), a company incorporated in Australia (“Buyer” and together with Seller, the “Parties”) and amends and restates that certain Stock and Asset Purchase Agreement, dated as of October 21, 2018 (the “Original Date”) by and between Seller and Buyer (the “Original Agreement”). Capitalized terms used herein shall have the meaning set forth in ARTICLE I.
AMENDED AND RESTATED STOCK AND ASSET PURCHASE AGREEMENT BY AND BETWEEN UNITED TECHNOLOGIES CORPORATION AND GENCORP INC. Dated as of June 12, 2013Stock and Asset Purchase Agreement • June 14th, 2013 • Gencorp Inc • Fabricated rubber products, nec • New York
This AMENDED AND RESTATED STOCK AND ASSET PURCHASE AGREEMENT, dated as of June 12, 2013 (this “Agreement”), is made by and between United Technologies Corporation, a Delaware corporation (the “Seller”), and GenCorp Inc., an Ohio corporation (the “Buyer”). Capitalized terms used herein have the meanings set forth in Section 12, unless otherwise defined herein.
Stock AND ASSET PURCHASE AGREEMENT by and between EASTMAN KODAK COMPANY and ITT INDUSTRIES, INC. Dated February 8, 2004Stock and Asset Purchase Agreement • August 13th, 2004 • Itt Industries Inc • Pumps & pumping equipment • New York
STOCK AND ASSET PURCHASE AGREEMENT BY AND AMONG SPHERIS HOLDING II, INC. SPHERIS INC., SPHERIS OPERATIONS LLC, VIANETA COMMUNICATIONS, SPHERIS LEASING LLC, SPHERIS CANADA INC., AS SELLERS – and – CBAY INC., and MEDQUIST INC., AS PURCHASERS Dated as of...Stock and Asset Purchase Agreement • April 21st, 2010 • Medquist Inc • Services-computer processing & data preparation • Delaware
This STOCK AND ASSET PURCHASE AGREEMENT (the “Agreement”), dated as of April 15, 2010, is by and among Spheris Holding II, Inc., a Delaware corporation and direct wholly owned subsidiary of Spheris Holding III, Inc., Spheris Inc., a Delaware corporation and direct wholly owned subsidiary of Spheris Holding II, Inc., Spheris Operations LLC, a Tennessee limited liability company and direct wholly owned subsidiary of Spheris Inc., Vianeta Communications, a California corporation and direct wholly owned subsidiary of Spheris Operations LLC, Spheris Leasing LLC, a Tennessee limited liability company and direct wholly owned subsidiary of Spheris Operations LLC, and Spheris Canada Inc., a Tennessee corporation and wholly owned subsidiary of Spheris Operations LLC (collectively, the “Sellers”), CBay Inc., a Delaware corporation (“CBay”), and MedQuist Inc., a New Jersey corporation (“Medquist”) (Medquist and CBay together, the “Purchasers”). Each of the Sellers and Purchasers are referred to in
Amended and restated STOCK AND ASSET PURCHASE AGREEMENT dated as of July 10, 2014 by and between Honeywell International Inc., Platin 966. GmbH and Saxid SASStock and Asset Purchase Agreement • July 15th, 2014 • Federal-Mogul Holdings Corp • Motor vehicle parts & accessories • New York
This AMENDED AND RESTATED STOCK AND ASSET PURCHASE AGREEMENT (this “Agreement”) made as of July 10, 2014 and effective as of January 7, 2014 (the “Effective Date”) by and among Honeywell International Inc., a Delaware corporation (“Seller Parent”), on behalf of itself and the other entities listed on Attachment A (Seller Parent and each such entity is referred to individually as a “Seller” and collectively as “Sellers”), Platin 966. GmbH, a German limited liability company (“Purchaser”), and Saxid SAS, a société par actions simplifiée (“French Purchaser” and together with Purchaser, “Purchasers”).
ContractStock and Asset Purchase Agreement • August 3rd, 2023 • John Bean Technologies CORP • Special industry machinery (no metalworking machinery) • Delaware
STOCK AND ASSET PURCHASE AGREEMENT BY AND AMONG PROTECTIVE LIFE CORPORATION, PROTECTIVE LIFE INSURANCE COMPANY, FORTIS, INC. AND DENTAL CARE HOLDINGS, INC. JULY 9, 2001Stock and Asset Purchase Agreement • March 24th, 2003 • Protective Life Insurance Co • Life insurance • Delaware
EX-99.1 3 c64084ex99-1.htm . STOCK AND ASSET PURCHASE AGREEMENT BY AND AMONG LINCOLN NATIONAL CORPORATION THE LINCOLN NATIONAL LIFE INSURANCE COMPANY LINCOLN NATIONAL REINSURANCE COMPANY (BARBADOS) LIMITED AND SWISS RE LIFE & HEALTH AMERICA INC. July...Stock and Asset Purchase Agreement • May 5th, 2020 • New York
STOCK AND ASSET PURCHASE AGREEMENT by and between THE MCCLATCHY COMPANY and MEDIANEWS GROUP, INC. Dated April 26, 2006Stock and Asset Purchase Agreement • May 1st, 2006 • Medianews Group Inc • Newspapers: publishing or publishing & printing • Delaware
THIS STOCK AND ASSET PURCHASE AGREEMENT (“Agreement”) is made as of April 26, 2006 by and between MEDIANEWS GROUP, INC., a Delaware corporation (“Buyer”), and THE MCCLATCHY COMPANY, a Delaware corporation (“Seller” provided that following the Effective Time (as defined below), “Seller” shall mean the surviving corporation in the Merger (as defined below)).
