Ocal Inc Sample Contracts

Ocal Inc – THOMAS & BETTS ENTERS INTO AGREEMENT TO (October 19th, 1998)

EXHIBIT 99.1 Company Press Release THOMAS & BETTS ENTERS INTO AGREEMENT TO ACQUIRE OCAL INC. FOR CASH MEMPHIS, Tenn.--(BUSINESS WIRE)--Oct. 7, 1998--Thomas & Betts Corp. (NYSE:TNB -) --- and Ocal Inc. (Nasdaq:OCAL -) Wednesday announced that they have entered into a definitive acquisition agreement under which Thomas & Betts will acquire Ocal for approximately $20.3 million. In the merger, Ocal stockholders would receive approximately $3.54 in cash for each share of common stock, based on the current number of shares outstanding. The merger is subject to approval by Ocal stockholders at a special meeting and to review under the Hart-Scott-Rodino Act. All other conditions will be further described in a proxy statement to be mailed to Ocal shareholders. The board of directors of Ocal unanimously recommended that shareholders approve

Ocal Inc – AGREEMENT AND PLAN OF MERGER AMONG (October 19th, 1998)

EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER AMONG THOMAS & BETTS CORPORATION, OCAL ACQUISITION CORP., OCAL, INC. AND CERTAIN STOCKHOLDERS OF OCAL, INC. OCTOBER 6, 1998 TABLE OF CONTENTS Page No. ------- ARTICLE I DEFINITIONS............................................................. 2 Section 1.1 Certain Matters of Construction................................

Ocal Inc – AMENDMENT TO LOAN AND SECURITY AGREEMENT (March 25th, 1998)

AMENDMENT TO LOAN AND SECURITY AGREEMENT ---------------------------------------- THIS AMENDMENT TO LOAN AND SECURITY AGREEMENT made this 31st day of December, 1997, by and between OCAL, INC., a Delaware corporation, OCCIDENTAL COATING COMPANY, INC., a California corporation, OCAL, INCORPORATED, an Alabama corporation, OCAL DATA COMPANY, a California corporation, and OCAL TRANSPORT CO., a California corporation (jointly and severally, the "Borrower"), and SOUTHTRUST BANK, NATIONAL ASSOCIATION, a national banking association formerly known as SouthTrust Bank of Alabama, National Association, having its principal office in Birmingham, Alabama (the "Bank"). R E C I T A L S: - - - - - - - - Ocal, Inc., an Alabama corporation, and Occidental Coating Company, a California Corporation, entered into a Loan and Security Agreement with Bank dated as of July 28, 1992, wh

Ocal Inc – AMENDMENT TO LOAN AND SECURITY AGREEMENT (November 14th, 1997)

AMENDMENT TO LOAN AND SECURITY AGREEMENT AND NOTE MODIFICATION AGREEMENT ________________________________________ THIS AMENDMENT TO LOAN AND SECURITY AGREEMENT AND NOTE MODIFICATION AGREEMENT made this 30TH day of JUNE, 1997, by and between OCAL, INC., a Delaware corporation, OCCIDENTAL COATING COMPANY, INC., a California corporation, OCAL, INCORPORATED, an Alabama corporation, OCAL DATA COMPANY, a California corporation, and OCAL TRANSPORT CO., a California corporation (jointly and severally, the "Borrower"), and SOUTHTRUST BANK, NATIONAL ASSOCIATION, a national banking association formerly known as SouthTrust Bank of Alabama, National Association, having its principal office in Birmingham, Alabama (the "Bank"). R E C I T A L S : _________________ Ocal, Inc., an Alabama corporation and Occidental Coating Company, a California Corporation (

Ocal Inc – 1995 STOCK OPTION PLAN (November 14th, 1997)

1 OCAL, INC. 1995 STOCK OPTION PLAN 1. PURPOSE. The purpose of the Ocal, Inc. 1995 Stock Option Plan (the "Plan") is to provide an incentive to officers, directors and employees of Ocal, Inc. (sometimes referred to as the "Parent") and its subsidiaries (individually and collectively, the "Company") and to other persons providing significant services to the Company to remain in the employ of the Company or provide services to the Company and contribute to its success. As used in the Plan, the term "Code" shall mean the Internal Revenue Code of 1986, as amended, and any successor statute, and the terms "Parent" and "Subsidiary" shall have the meaning set forth in Sections 424(e) and (f) of the Code. 2. ADMINISTRATION. The Plan shall be administered by a Plan Committee which shall be established by the Board of Directors of the Company (the "Board"), which shall appoint and remove members of the Plan Committee i