WITNESSETHStock Purchase Agreement • February 20th, 2002 • Aar Corp • Aircraft & parts • Illinois
AAR CORP. DEBT SECURITIESUnderwriting Agreement • May 15th, 1998 • Aar Corp • Wholesale-machinery, equipment & supplies • Washington
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • March 1st, 2024 • Aar Corp • Aircraft & parts • New York
This CREDIT AGREEMENT is entered into as of December 14, 2022, among AAR CORP., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), WELLS FARGO BANK, N.A., as Administrative Agent, Swing Line Lender and a L/C Issuer, and BANK OF AMERICA, N.A., as Syndication Agent and a L/C Issuer.
AAR CORP. $60,000,000 OF 6.875% SENIOR NOTES DUE 2007Underwriting Agreement • December 11th, 1997 • Aar Corp • Wholesale-machinery, equipment & supplies • New York
Exhibit 10.4 AMENDMENT III TO TRUST AGREEMENT DATED AUGUST 12, 1988, BY AND AMONG AAR CORP., THE NORTHERN TRUST COMPANY AND IRA A.. EICHNER WHEREAS, AAR CORP., The Northern Trust Company and Ira A. Eichner (the "Parties") entered into a trust...Trust Agreement • August 18th, 1999 • Aar Corp • Aircraft & parts
AAR CORP. as Issuer, and U.S. Bank National Association, as Trustee INDENTURE Dated as of February 14, 2013 1.75% Convertible Senior Notes due 2015Indenture • March 22nd, 2013 • Aar Corp • Aircraft & parts • New York
INDENTURE, dated as of February 14, 2013, between AAR CORP., a Delaware corporation (the “Company”), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
AMENDMENT NO. 1 DATED AS OF AUGUST 20, 1998 to SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF FEBRUARY 10, 1998Credit Agreement • August 26th, 2002 • Aar Corp • Aircraft & parts
AAR CORP. COMMON STOCK (PAR VALUE $1.00 PER SHARE)Aar Corp • January 14th, 1997 • Wholesale-machinery, equipment & supplies • New York
CREDIT AGREEMENT BETWEEN AAR CORP. ANDCredit Agreement • May 15th, 1998 • Aar Corp • Wholesale-machinery, equipment & supplies • Illinois
AMENDED AND RESTATED EMPLOYMENT AGREEMENT* This Amended and Restated Employment Agreement ("Agreement") made and entered into as of the 14th day of July, 1998, by and between AAR CORP., a Delaware corporation ("Company"), and David P. Storch...Employment Agreement • August 24th, 2000 • Aar Corp • Aircraft & parts • Illinois
EXHIBIT 4.9 DEPOSIT AGREEMENT dated as of ________ __, ____Deposit Agreement • May 15th, 1998 • Aar Corp • Wholesale-machinery, equipment & supplies • Illinois
AAR CORP. and Computershare Trust Company, N.A., as Rights Agent Rights Agreement Dated as of March 30, 2020Rights Agreement • March 30th, 2020 • Aar Corp • Aircraft & parts • Delaware
RIGHTS AGREEMENT, dated as of March 30, 2020, between AAR CORP., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as rights agent (the “Rights Agent”).
Amendment No. 2 to Employment Agreement dated June 1, 1994 BY AND BETWEEN AAR CORP. AND DAVID P. STORCHEmployment Agreement • January 13th, 1998 • Aar Corp • Wholesale-machinery, equipment & supplies
AMENDMENT NO. 5 TO FURTHER RESTATED AND AMENDED EMPLOYMENT AGREEMENT DATED AUGUST 1, 1985 BY AND BETWEEN AAR CORP. AND IRA A. EICHNEREmployment Agreement • January 13th, 1998 • Aar Corp • Wholesale-machinery, equipment & supplies
AAR ESCROW ISSUER, LLC. (to be merged with and into AAR CORP.), as Issuer, THE GUARANTORS FROM TIME TO TIME PARTY HERETO and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee, Paying Agent and Note Registrar INDENTURE Dated as of March 1, 2024 6.750%...Indenture • March 1st, 2024 • Aar Corp • Aircraft & parts • New York
INDENTURE dated as of March 1, 2024, among AAR ESCROW ISSUER, LLC, a Delaware limited liability company (the “Escrow Issuer”), to be merged with and into AAR CORP., a Delaware Corporation (the “Company”), the Guarantors (as defined below) party hereto from time to time and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as Trustee (the “Trustee”) and as Paying Agent and Note Registrar (as defined herein).
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT DATED JUNE 1, 1994 BY AND BETWEEN AAR CORP. AND DAVID P. STORCHEmployment Agreement • January 13th, 1997 • Aar Corp • Wholesale-machinery, equipment & supplies
AAR CORP. CREDIT FACILITYCredit Agreement • January 13th, 1997 • Aar Corp • Wholesale-machinery, equipment & supplies • Illinois
EXHIBIT 4.9 FIRST AMENDMENT TO THE REVOLVING LOAN AGREEMENT THIS FIRST AMENDMENT TO THE REVOLVING LOAN AGREEMENT dated as of April 11, 2001 (the "Credit Agreement") is made as of the 30th day of November, 2001, between AAR CORP. ("AAR"), and LASALLE...Revolving Loan Agreement • August 26th, 2002 • Aar Corp • Aircraft & parts • Illinois
ARTICLE 1 DEFINITIONSLoan and Security Agreement • August 18th, 2003 • Aar Corp • Aircraft & parts • Illinois
CREDIT AGREEMENT Dated as of April 12, 2011 among AAR CORP., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, WELLS FARGO BANK, N.A., as Co-Syndication Agent and L/C Issuer, RBS CITIZENS, N.A., as...Credit Agreement • April 14th, 2011 • Aar Corp • Aircraft & parts • Illinois
This CREDIT AGREEMENT (“Agreement”) is entered into as of April 12, 2011, among AAR CORP., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and a L/C Issuer, WELLS FARGO BANK, N.A., as a Co-Syndication Agent and a L/C Issuer, RBS CITIZENS, N.A., as a Co-Syndication Agent, and U.S. BANK NATIONAL ASSOCIATION, as Documentation Agent.
AAR CORP. andRights Agreement • August 4th, 1997 • Aar Corp • Wholesale-machinery, equipment & supplies • Delaware
CREDIT AGREEMENT DATED AS OF MAY 29, 2003Credit Agreement • August 18th, 2003 • Aar Corp • Aircraft & parts • Illinois
AAR CORP. Non-Qualified Stock Option Agreement (“Agreement”)Non-Qualified Stock Option Agreement • September 26th, 2023 • Aar Corp • Aircraft & parts
Subject to the provisions set forth herein and the terms and conditions of the AAR CORP. 2013 Stock Plan and the Long-Term Incentive Plan for Fiscal 2024 (together, the “Plan”), the terms of which are hereby incorporated by reference, and in consideration of the agreements of the Grantee herein provided, AAR CORP., a Delaware corporation (“Company”), hereby grants to the Grantee an option, effective July 24, 2023 (“Date of Grant”) entitling the Grantee to purchase from the Company common stock of the Company, par value $1.00 per share (“Common Stock”), at an exercise price of $58.27 per share, and in the number of shares set forth in the Company’s notification of option grant letter to the Grantee and incorporated herein by reference (“Option”), subject to the terms and conditions set forth herein:
AAR CORP. Director Restricted Stock Agreement (the “Agreement”)Director Restricted Stock Agreement • July 18th, 2023 • Aar Corp • Aircraft & parts
Subject to the provisions of the AAR CORP. 2013 Stock Plan, as Amended and Restated Effective July 13, 2020 (the “Plan”), the terms of which are hereby incorporated by reference herein, and in consideration of the agreements of the Grantee herein provided, AAR CORP. a Delaware corporation (“Company”), hereby grants to Grantee a restricted stock award (“Award”), effective June 1, 2023 (“Date of Award”), of 2,426 shares of common stock (“Common Stock”) of the Company, $1.00 par value (“Award Shares”), subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein:
AAR CORP.Registration Rights Agreement • February 14th, 2008 • Aar Corp • Aircraft & parts • New York
AAR CORP., a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) its 1.625% Convertible Senior Notes due 2014 (the “Securities”). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company agrees with the Purchasers for the benefit of Holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
AMENDMENT NO. 2 TO RESTATED AND AMENDED DEATH BENEFIT AGREEMENT DATED AUGUST 24, 1984 BY AND BETWEEN AAR CORP. AND IRA A. EICHNERBenefit Agreement • August 18th, 1999 • Aar Corp • Aircraft & parts
AAR CORP. Restricted Stock Agreement (“Agreement”)Restricted Stock Agreement • September 26th, 2023 • Aar Corp • Aircraft & parts
Subject to the provisions of the AAR CORP. 2013 Stock Plan and the Long-Term Incentive Plan for Fiscal 2024 (together, the “Plan”), the terms of which are hereby incorporated by reference, and in consideration of the agreements of the Grantee herein provided, AAR CORP. a Delaware corporation (“Company”), hereby grants to Grantee a restricted stock award (“Award”), effective July 24, 2023 (“Date of Award”), for the number of shares of common stock (“Common Stock”) of the Company, $1.00 par value (“Award Shares”) set forth in the Company’s notification of Award grant letter to the Grantee, and incorporated herein by reference, subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein:
AMENDED AND RESTATED SEVERANCE AND CHANGE IN CONTROL AGREEMENT This Amended and Restated Severance and Change in Control Agreement ("Agreement") made and entered into as of the 1st day of August, 2000, by and between AAR CORP., a Delaware corporation...Severance and Change in Control Agreement • August 27th, 2001 • Aar Corp • Aircraft & parts • Illinois
AAR CORP. Performance Restricted Stock Agreement (“Agreement”)Performance Restricted Stock Agreement • September 26th, 2023 • Aar Corp • Aircraft & parts
Subject to the provisions of the AAR CORP. 2013 Stock Plan and the Long-Term Incentive Plan for Fiscal 2024 (together, the “Plan”), the terms of which are hereby incorporated by reference, and in consideration of the agreements of the Grantee herein provided, AAR CORP., a Delaware corporation (“Company”), hereby grants to the Grantee a performance restricted stock award (“Award”), effective July 24, 2023 (“Date of Award”), for the number of shares of common stock (“Common Stock”) of the Company, $1.00 par value (“Award Shares”) set forth in the Company’s notification of Award grant letter to the Grantee and incorporated herein by reference, subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein:
FORM OF SEVERANCE AND CHANGE IN CONTROL AGREEMENTSeverance and Change in Control Agreement • July 21st, 2020 • Aar Corp • Aircraft & parts • Illinois
This Severance and Change in Control Agreement (“Agreement”) is made and entered into as of the [__] day of [_______], 20[__], by and between AAR CORP., a Delaware corporation (the “Company”), and [_________] (“Employee”).
LOAN AGREEMENTLoan Agreement • July 18th, 2005 • Aar Corp • Aircraft & parts
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 25th, 2018 • Aar Corp • Aircraft & parts • Illinois
This Amended and Restated Employment Agreement (the “Agreement”) is made and entered into as of May 24, 2018, by and between AAR CORP., a Delaware corporation (the “Company”), and John M. Holmes (“Employee”), to be effective as of June 1, 2018 (the “Effective Date”).
RECITALSSecond Supplemental Indenture • December 11th, 1997 • Aar Corp • Wholesale-machinery, equipment & supplies
AMONG AAR CORP.Credit Agreement • January 13th, 1997 • Aar Corp • Wholesale-machinery, equipment & supplies • Illinois
AAR CORP. (a Delaware corporation) Convertible Senior Notes due 2026 PURCHASE AGREEMENTPurchase Agreement • January 31st, 2006 • Aar Corp • Aircraft & parts • New York
AAR CORP., a Delaware corporation (the “Company”), confirms its agreement with Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and the other Initial Purchasers named in Schedule A hereto (collectively, the “Initial Purchasers,” which term shall also include any initial purchaser substituted as hereinafter provided in Section 11 hereof), for whom Merrill Lynch is acting as representative (in such capacity, the “Representative”), with respect to the issue and sale by the Company and the purchase by the Initial Purchasers, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $125,000,000 aggregate principal amount of the Company’s Convertible Senior Notes due 2026 (the “Initial Securities”), and with respect to the grant by the Company to the Initial Purchasers of the option described in Section 2(b) hereof to purchase all or any part of an additional $25,000,000 aggregate principal amount of Conver
