P&F INDUSTRIES, INC., FLORIDA PNEUMATIC MANAFUACTURING CORPORATION, HY-TECH MACHINE, INC., ATSCO HOLDINGS CORP., and NATIONWIDE INDUSTRIES, INC., as Borrowers,Loan and Security Agreement • August 19th, 2014 • P&f Industries Inc • Metalworkg machinery & equipment • New York
This AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT is dated as of August 13, 2014 (this “Agreement”), among P&F INDUSTRIES, INC., a Delaware corporation (“P&F”), FLORIDA PNEUMATIC MANAFUACTURING CORPORATION, a Florida corporation (“Florida Pneumatic”), HY-TECH MACHINE, INC., a Delaware corporation (“Hy-Tech”), ATSCO HOLDINGS CORP., a Delaware corporation (“ATSCO”), and NATIONWIDE INDUSTRIES, INC., a Florida corporation (“Nationwide”, and together with P&F, Florida Pneumatic Hy-Tech and ATSCO, collectively, “Borrowers” and each, a “Borrower”), CONTINENTAL TOOL GROUP, INC., a Delaware corporation (“Continental”), COUNTRYWIDE HARDWARE, INC., a Delaware corporation (“Countrywide”), EMBASSY INDUSTRIES, INC., a New York corporation (“Embassy”), GREEN MANUFACTURING, INC., a Delaware corporation (“Green”), PACIFIC STAIR PRODUCTS, INC., a Delaware corporation (“Pacific”), WILP HOLDINGS, INC., a Delaware corporation (“WILP”), EXHAUST TECHNOLOGIES, INC., a Delaware corporation, and WOODMARK IN
tranche a TERM LOAN NOTETranche a Term Loan Note • August 19th, 2014 • P&f Industries Inc • Metalworkg machinery & equipment
P&F INDUSTRIES, INC., a Delaware corporation (“P&F”), FLORIDA PNEUMATIC MANAFUACTURING CORPORATION, a Florida corporation (“Florida Pneumatic”), HY-TECH MACHINE, INC., a Delaware corporation (“Hy-Tech”), ATSCO HOLDINGS CORP., a Delaware corporation (“ATSCO”) and NATIONWIDE INDUSTRIES, INC., a Florida corporation (“Nationwide”, and together with P&F, Florida Pneumatic, Hy-Tech and ATSCO collectively, “Borrowers” and each, a “Borrower”), for value received, hereby unconditionally promise to pay, on a joint and several basis, to the order of CAPITAL ONE BUSINESS CREDIT CORP. (“Lender”), the principal sum of SIX MILLION FIVE HUNDRED THIRTY-THREE THOUSAND THREE HUNDRED THIRTY-THREE AND 40/100 DOLLARS ($6,533,333.40), or such lesser amount as may be advanced by Lender as a Tranche A Term Loan under the Loan Agreement described below, together with all accrued and unpaid interest thereon. Terms are used herein as defined in the Amended and Restated Loan and Security Agreement dated as of Augu
amended and restated CAPEX LOAN NOTECapex Loan Note • August 19th, 2014 • P&f Industries Inc • Metalworkg machinery & equipment
P&F INDUSTRIES, INC., a Delaware corporation (“P&F”), FLORIDA PNEUMATIC MANAFUACTURING CORPORATION, a Florida corporation (“Florida Pneumatic”), HY-TECH MACHINE, INC., a Delaware corporation (“Hy-Tech”), ATSCO HOLDINGS CORP., a Delaware corporation (“ATSCO”) and NATIONWIDE INDUSTRIES, INC., a Florida corporation (“Nationwide”, and together with P&F, Florida Pneumatic, Hy-Tech and ATSCO collectively, “Borrowers” and each, a “Borrower”), for value received, hereby unconditionally promise to pay, on a joint and several basis, to the order of CAPITAL ONE BUSINESS CREDIT CORP. (“Lender”), the principal sum of TWO MILLION ONE HUNDRED TWENTY-THREE THOUSAND FOUR HUNDRED TWENTY-FIVE AND 00/100 DOLLARS ($2,123,425.00), or such lesser amount as may be advanced by Lender as a Capex Loan under the Loan Agreement described below, together with all accrued and unpaid interest thereon. Terms are used herein as defined in the Amended and Restated Loan and Security Agreement dated as of August 13, 2014,
tranche b TERM LOAN NOTEP&f Industries Inc • August 19th, 2014 • Metalworkg machinery & equipment
P&F INDUSTRIES, INC., a Delaware corporation (“P&F”), FLORIDA PNEUMATIC MANAFUACTURING CORPORATION, a Florida corporation (“Florida Pneumatic”), HY-TECH MACHINE, INC., a Delaware corporation (“Hy-Tech”), ATSCO HOLDINGS CORP., a Delaware corporation (“ATSCO”) and NATIONWIDE INDUSTRIES, INC., a Florida corporation (“Nationwide”, and together with P&F, Florida Pneumatic, Hy-Tech and ATSCO collectively, “Borrowers” and each, a “Borrower”), for value received, hereby unconditionally promise to pay, on a joint and several basis, to the order of CAPITAL ONE BUSINESS CREDIT CORP. (“Lender”), the principal sum of THREE MILLION AND 00/100 DOLLARS ($3,000,000.00), or such lesser amount as may be advanced by Lender as a Tranche B Term Loan under the Loan Agreement described below, together with all accrued and unpaid interest thereon. Terms are used herein as defined in the Amended and Restated Loan and Security Agreement dated as of August 13, 2014, among Borrowers, the Guarantors from time to ti
ContractAsset Purchase Agreement • August 19th, 2014 • P&f Industries Inc • Metalworkg machinery & equipment • Ohio
ASSET PURCHASE AGREEMENT, dated as of August 13, 2014 (the “Agreement”), by and among ATSCO HOLDINGS CORP., a Delaware corporation (“Purchaser”), Purchaser’s parent HY-TECH MACHINE, INC., a Delaware corporation (“Parent”) AIR TOOL SERVICE COMPANY, an Ohio corporation (“Seller”), and RICK J. SABATH (“Shareholder”).
