MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • February 9th, 2015 • Celadon Group Inc • Trucking (no local) • Delaware
This MEMBERSHIP INTEREST PURCHASE AGREEMENT is entered into as of the 24th day of October, 2014, by and among A&S Services Group, LLC, a Delaware limited liability company (“A&S”), Hunt Valley Equipment Co., LLC, a Delaware limited liability company (“HVEC”), A&S Real Estate Holdings, LLC, a Pennsylvania limited liability company (“ASREH”) (each of A&S, HVEC and ASREH may be referred to individually as a “Company” and collectively as the “Companies”), the Members listed on Exhibit A attached hereto (each, a “Seller” and, collectively, the “Sellers”), LMP Management Group, Inc., as representative for the Sellers (the “Seller Representative”), and Celadon Trucking Services, Inc., a New Jersey corporation (the “Purchaser”).
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of December 12, 2014 among CELADON GROUP, INC., as Borrower, CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The...Assignment and Assumption • February 9th, 2015 • Celadon Group Inc • Trucking (no local) • Indiana
Borrower, certain of the Lenders, and Administrative Agent are parties to that certain Credit Agreement dated as of December 7, 2010, as amended (the "Existing Credit Agreement"), pursuant to which the lenders thereunder have made available to Borrower a revolving credit facility in the amount of $200,000,000.
