AMENDED AND RESTATED CREDIT AGREEMENT Among SMITH & WESSON BRANDS, INC. (f/k/a American Outdoor Brands Corporation), SMITH & WESSON SALES COMPANY (f/k/a American Outdoor Brands Sales Company), and SMITH & WESSON INC. (f/k/a Smith & Wesson Firearms...Credit Agreement • August 26th, 2020 • Smith & Wesson Brands, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of August 24, 2020, among SMITH & WESSON BRANDS, INC., a Nevada corporation (f/k/a American Outdoor Brands Corporation) (the “Company”), SMITH & WESSON SALES COMPANY, a Delaware corporation (f/k/a American Outdoor Brands Sales Company) (“SWSC”), and SMITH & WESSON INC., a Delaware corporation (f/k/a Smith & Wesson Firearms, Inc.) (“S&W”, and, together with the Company and SWSC, the “Borrowers” and, each a “Borrower”), the Guarantors (as hereinafter defined) from time to time party hereto (together with the Borrowers, collectively, the “Loan Parties”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and TD BANK, N.A., as Administrative Agent and Swingline Lender.
SUPPLY AGREEMENTSupply Agreement • August 26th, 2020 • Smith & Wesson Brands, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
This Supply Agreement (the “Agreement”) is dated as of August 24, 2020 (the “Effective Date”) by and between Smith & Wesson Inc., a Delaware corporation having its principal address at 2100 Roosevelt Avenue, Springfield, MA 01104 (hereinafter referred to as “S&W”), and Crimson Trace Corporation, a corporation organized under the laws of the State of Oregon having its principal address at 1800 North Route Z Columbia, MO 65202 (hereinafter referred to as “Supplier”).
EMPLOYEE MATTERS AGREEMENT by and between SMITH & WESSON BRANDS, INC. and AMERICAN OUTDOOR BRANDS, INC. Dated as of August 21, 2020Employee Matters Agreement • August 26th, 2020 • Smith & Wesson Brands, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
THIS EMPLOYEE MATTERS AGREEMENT (this “Agreement”) is made and entered into as of August 21, 2020, by and between Smith & Wesson Brands, Inc., a Nevada corporation (“SWBI”), and American Outdoor Brands, Inc., a Delaware corporation (“AOUT” and with SWBI each, individually, a “Party,” and, collectively, the “Parties”). Capitalized terms used in this Agreement, but not defined, shall have the meanings ascribed to them in the Separation and Distribution Agreement, dated as of August 21, 2020, by and between SWBI and AOUT (as amended from time to time, the “Separation and Distribution Agreement”).
SEPARATION AND DISTRIBUTION AGREEMENT by and between SMITH & WESSON BRANDS, INC. and AMERICAN OUTDOOR BRANDS, INC. Dated as of August 21, 2020Separation and Distribution Agreement • August 26th, 2020 • Smith & Wesson Brands, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
THIS SEPARATION AND DISTRIBUTION AGREEMENT (together with the Schedules and Annex hereto, as amended, amended and restated, supplemented, or modified from time to time, this “Agreement”), is entered into as of August 21, 2020, by and between Smith & Wesson Brands, Inc., a Nevada corporation (“SWBI”), and American Outdoor Brands, Inc., a Delaware corporation (“AOUT”).
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • August 26th, 2020 • Smith & Wesson Brands, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Massachusetts
This TRADEMARK LICENSE AGREEMENT (the “Agreement”) is entered into and made effective on this 24th day of August, 2020, the (“Effective Date”) by and between Smith & Wesson Inc., a Delaware corporation having a place of business at 2100 Roosevelt Avenue, Springfield, Massachusetts 01104 (“S&W” or “Licensor”) and AOB Products Company, a Delaware corporation having a place of business at 1800 North Route Z, Columbia, Missouri 65202 (“Licensee”). Each of S&W and Licensee may be referred to herein as a “party” and collectively they may be referred to herein as the “parties.”
TAX MATTERS AGREEMENT by and between SMITH & WESSON BRANDS, INC. and AMERICAN OUTDOOR BRANDS, INC. Dated as of August 21, 2020Tax Matters Agreement • August 26th, 2020 • Smith & Wesson Brands, Inc. • Ordnance & accessories, (no vehicles/guided missiles)
THIS TAX MATTERS AGREEMENT (this “Agreement”) is entered into as of August 21, 2020, by and between Smith & Wesson Brands, Inc., a Nevada corporation (“SWBI”), and American Outdoor Brands, Inc., a Delaware corporation (“AOUT”). Each of SWBI and AOUT is sometimes referred to herein as a “Party” and, collectively, as the “Parties.”
SUBLEASE AGREEMENTSublease Agreement • August 26th, 2020 • Smith & Wesson Brands, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Missouri
THIS SUBLEASE AGREEMENT (the “Sublease”) is made and entered into effective as of August 24, 2020 (the “Effective Date”), by and between SMITH & WESSON SALES COMPANY (formerly known as Smith & Wesson Corp.), a Delaware corporation (“Sublandlord”), and AMERICAN OUTDOOR BRANDS, INC., a Delaware corporation (“Subtenant”).
TRANSITION SERVICES AGREEMENT by and between SMITH & WESSON BRANDS, INC. and AMERICAN OUTDOOR BRANDS, INC. Dated as of August 21, 2020Transition Services Agreement • August 26th, 2020 • Smith & Wesson Brands, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
THIS TRANSITION SERVICES AGREEMENT (this “Agreement”), is entered into as of August 21, 2020, by and between Smith & Wesson Brands, Inc., a Nevada corporation (“SWBI”), and American Outdoor Brands, Inc., a Delaware corporation (“AOUT”).
