STOCK PURCHASE AGREEMENT by and among ASC SIGNAL HOLDINGS CORPORATION THE RESILIENCE FUND II, L.P., THE OTHER STOCKHOLDERS OF ASC SIGNAL HOLDINGS CORPORATION LISTED ON EXHIBIT A ATTACHED HERETO, THE OPTIONHOLDERS OF ASC SIGNAL HOLDINGS CORPORATION...Stock Purchase Agreement • September 17th, 2015 • CPI International Holding Corp. • Electronic components & accessories • Delaware
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of September 17, 2015, by and among ASC Signal Holdings Corporation, a Delaware corporation (the “Company”), The Resilience Fund II, L.P., a Delaware limited partnership (“Resilience”), on behalf of itself in its capacity as a stockholder of the Company and as the Seller Representative, the other stockholders of the Company listed on Exhibit A attached hereto (collectively with Resilience, the “Stockholders”), the holders of the Options listed on Exhibit B attached hereto (collectively, the “Optionholders”), the holder of the Warrant listed on Exhibit C attached hereto (the “Warrantholder” and, collectively with the Stockholders and Optionholders, the “Sellers”), and Communications & Power Industries LLC, a Delaware limited liability company (“Buyer” and together with the Company, the Seller Representative and the Sellers, the “Parties”). Unless the context otherwise requires, terms used in this Agreement that are capitalized
