API Nanotronics – API Technologies Corp. January 9, 2011 (April 14th, 2011)
As you are aware, API Technologies Corp. (API or the Company) and SenDEC Corporation (SenDEC), along with certain other signatories, are entering into an Agreement and Plan of Merger dated January 9, 2011, providing for the acquisition of SenDEC by a wholly owned subsidiary of API (the Acquisition). Subject to the closing of the Acquisition, we are pleased to offer you a position with SenDEC as its Chief Executive Officer, starting on the closing date of the Acquisition. In your position, you will report to Brian Kahn, Chairman of API. Your services hereunder will initially be performed at SenDECs principal place of business located in Fairport, NY, except for reasonable travel required in connection with the performance of your duties for SenDEC.
API Nanotronics – API TECHNOLOGIES, INC. MANAGEMENT BONUS PLAN January 21, 2011 (January 27th, 2011)
API Nanotronics – AGREEMENT AND PLAN OF MERGER BY AND AMONG VINTAGE ALBANY ACQUISITION, LLC, SENDEC CORP., SOUTH ALBANY ACQUISITION CORP., AND WITH RESPECT TO ARTICLES VII AND IX ONLY KENTON W. FISKE, AS STOCKHOLDER REPRESENTATIVE Dated as of January 9, 2011 (January 27th, 2011)
THIS AGREEMENT AND PLAN OF MERGER (this Agreement) is made and entered into as of January 9, 2011 by and among Vintage Albany Acquisition, LLC, a Delaware limited liability company (Parent), SenDEC Corp., a New York corporation (the Company), South Albany Acquisition Corp., a New York corporation and a wholly-owned subsidiary of Parent (Sub), and, with respect to ARTICLE VII and ARTICLE IX hereof only, Kenton W. Fiske as Stockholder Representative (the Stockholder Representative).