ContractNote Prepayment and Warrant Purchase Agreement • January 7th, 2003 • Middleby Corp • Refrigeration & service industry machinery • Illinois
Exhibit 4.2 NOTE PREPAYMENT AND WARRANT PURCHASE AGREEMENT This Note Prepayment and Warrant Purchase Agreement (this “Agreement”), dated as of December 23, 2002, is by and among The Middleby Corporation, a Delaware corporation (“Parent”), Middleby Marshall Inc., a Delaware corporation (the “Company” and, together with Parent, the “Loan Parties”), the respective Subsidiaries of the Loan Parties signatory hereto (together with the Loan Parties, the “Middleby Companies”), American Capital Strategies, Ltd., a Delaware limited partnership, for itself and in its capacity as servicer of and on behalf of each of ACS Funding Trust I, ACAS Business Loan Trust 2000-1, ACAS Business Loan Trust 2002-1 and ACAS Business Loan Trust 2002-2 (for itself and in such capacity, “ACS”), and American Capital Financial Services, Inc., a Delaware corporation (“ACFS”), as administrative agent (in such capacity, the “Agent”) for the Purchasers under that certain Note and Equity Purchase Agreement, dated as of
