SHARE PURCHASE AGREEMENTShare Purchase Agreement • February 23rd, 2006 • Alpine Group Inc /De/ • Drawing & insulating of nonferrous wire • Tel-Aviv
This SHARE PURCHASE AGREEMENT, dated February 22, 2006, is by and among SUPERIOR CABLES LTD., a public company incorporated and registered in Israel registration number 52-002527-1 (the “Company”), ALPINE HOLDCO INC., a corporation organized under the laws of Delaware and a wholly owned subsidiary of The Alpine Group, Inc. ("Alpine HoldCo"), SUPERIOR CABLES HOLDING (1997) LTD., a company incorporated and registered in Israel registration number 51-248430-4, and a wholly-owned subsidiary of The Alpine Group, Inc. ("SCH"), (Alpine HoldCo and SCH collectively “Alpine”), and Shrem, Fudim, Kelner Technologies Ltd. ("SFKT"), a company organized under the laws of the State of Israel registration number 51-288280-4, in the name of and on behalf of ART P.E., a limited partnership, to be established and registered in Israel, , the general partners of which will be SFKT, Darid Holdings Ltd. and Danitan Management Ltd. or a limited partnership the sole general partners of which will be SFKT, Darid
SHAREHOLDERS AGREEMENTShareholders Agreement • February 23rd, 2006 • Alpine Group Inc /De/ • Drawing & insulating of nonferrous wire • Tel-Aviv
This SHAREHOLDERS AGREEMENT dated February 22, 2006 and effective as of the Closing Date, is by and among (i) Alpine Holdco Inc., a corporation organized under the laws of Delaware (a wholly owned subsidiary of The Alpine Group, Inc.), and (ii) Superior Cables Holding (1997) Ltd., a company organized under the laws of the State of Israel, and an indirect wholly-owned subsidiary of The Alpine Group, Inc. ("SCH"), jointly and severally, (Alpine Holdco Inc. and SCH, collectively, “Alpine”) of the first part, and Shrem, Fudim, Kelner Technologies Ltd. ("Technologies"), a company organized under the laws of the State of Israel registration number 51-288280-4, in the name of and on behalf of ART P.E. (under construction), a limited partnership to be organized and registered under the laws of Israel, the sole general partners of which are expected to be either Technologies, Darid Holdings Ltd. and Danitan Management Ltd. or a limited partnership the sole general partners of which will be Tech
