STOCK AND ASSET PURCHASE AGREEMENT between AI CHEM & CY S.C.A. and CYTEC INDUSTRIES INC. (and, for the purposes of the GmbH Buyer Provisions, WP INVEST GMBH) Dated as of October 8, 2012Stock and Asset Purchase Agreement • October 9th, 2012 • Cytec Industries Inc/De/ • Miscellaneous chemical products • New York
STOCK AND ASSET PURCHASE AGREEMENT (as it may be amended or supplemented from time to time in accordance with the terms hereof, this “Agreement”), dated as of October 8, 2012, by and between AI Chem & Cy S.C.A., a société en commandite par actions organized under the laws of Luxembourg (“Buyer”), Cytec Industries Inc., a Delaware corporation (“Seller”) and, for the purposes of the GmbH Buyer Provisions, WP Invest GmbH, a Gesellschaft mit beschränkter Haftung organized under the laws of Germany (“GmbH Buyer”). Capitalized terms used in this Agreement but not defined in this Agreement have the respective meanings set forth in Annex I.
