REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 7th, 2006 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • New York
This Agreement is made pursuant to the Purchase/Placement Agreement (the “Purchase/Placement Agreement”), dated as of October 11, 2006, by and between the Company and FBR in connection with the purchase and sale or placement of an aggregate of 7,900,000 shares of the Company’s common stock (plus an additional 500,000 shares to cover additional allotments, if any). In order to induce FBR to enter into the Purchase/Placement Agreement, the Company has agreed to provide the registration rights provided for in this Agreement to FBR, the Participants, and their respective direct and indirect transferees. The execution of this Agreement is a condition to the closing of the transactions contemplated by the Purchase/Placement Agreement.
COLEMAN CABLE, INC. 9% Senior Notes due 2018 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 3rd, 2010 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • New York
The undersigned represents that it is not an Affiliate of the Company, that any Exchange Notes to be received by it will be acquired in the ordinary course of business and that at the time of the commencement of the Registered Exchange Offer it had no arrangement with any person to participate in a distribution of the Exchange Notes.
SEVERANCE AND RESTRICTIVE COVENANT AGREEMENTSeverance and Restrictive Covenant Agreement • January 6th, 2014 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Illinois
THIS SEVERANCE AND RESTRICTIVE COVENANT AGREEMENT (this “Agreement”) is dated as of May 7, 2009 (the “Effective Date”), between COLEMAN CABLE, INC., a Delaware corporation (the “Company”) and J. Kurt Hennelly (“Executive”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 13th, 2009 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Illinois
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of this 30th day of December, 2008 (the “Effective Date”) by and between COLEMAN CABLE, INC., a Delaware corporation (the “Company”), on the one hand, and G. GARY YETMAN (the “Employee”), on the other hand. (The Company and the Employee are sometimes referred to herein together as the “Parties”.)
SECOND AMENDED AND RESTATED CREDIT AGREEMENT by and among COLEMAN CABLE, INC., TECHNOLOGY RESEARCH CORPORATION and WOODS INDUSTRIES (CANADA) INC. as Borrowers, THE LENDERS THAT ARE SIGNATORIES HERETO as the Lenders, WELLS FARGO CAPITAL FINANCE, LLC as...Credit Agreement • August 10th, 2011 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • New York
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of August 4, 2011, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as an administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “US Agent”), WELLS FARGO CAPITAL FINANCE CORPORATION CANADA, an Ontario corporation, as an administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Canadian Agent”), COLEMAN CABLE, INC., a Delaware corporation (“Coleman Cable”), TECHNOLOGY RESOURCE CORPORATION, a Florida corporation (“TRC”; together with Coleman, are referred to hereinafter each individually as a “US Borrower”, and individually
COLEMAN CABLE, INC. 9% Senior Notes due 2018 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 23rd, 2010 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • New York
o CHECK HERE IF YOU ARE A BROKER-DEALER AND WISH TO RECEIVE 10 ADDITIONAL COPIES OF THE PROSPECTUS AND 10 COPIES OF ANY AMENDMENTS OR SUPPLEMENTS THERETO.
Employment AgreementEmployment Agreement • September 7th, 2007 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire
THIS AGREEMENT is between Coleman Cable, Inc. (the “Company”) and Richard Carr, a resident of Indiana (“Employee”), and is expressly contingent upon and effective only as of the consummation of the transactions contemplated by the Purchase Agreement (as defined below).
Amended and Restated Employment AgreementEmployment Agreement • March 13th, 2009 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT is between Coleman Cable, Inc. (the “Company”) and Michael Frigo, a resident of Ohio (“Employee”), and is contingent upon and effective only as of the consummation of the transactions contemplated by the Purchase Agreement.
LEASELease • August 21st, 2008 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Indiana
THIS LEASE made this 1st day of February, 2008, by and between DJR Ventures, LLC, an Indiana Limited Liability Company, Bremen, Indiana, hereinafter called “Lessor”, and Copperfield, LLC, a Minnesota Limited Liability Company, hereinafter called “Lessee”.
COLEMAN CABLE, INC., THE NOTE GUARANTORS FROM TIME TO TIME PARTY HERETO AND DEUTSCHE BANK NATIONAL TRUST COMPANY, AS TRUSTEE INDENTURE DATED AS OF FEBRUARY 3, 2010 9% SENIOR NOTES DUE 2018Coleman Cable, Inc. • February 3rd, 2010 • Drawing & insulating of nonferrous wire • New York
INDENTURE, dated as of February 3, 2010, among Coleman Cable, Inc., a Delaware corporation (the “Company”), the Note Guarantors which may from time to time become party hereto and Deutsche Bank National Trust Company, a national banking association organized and existing under the laws of the United States of America (the “Trustee”), as Trustee.
Amended and Restated Employment AgreementEmployment Agreement • December 20th, 2013 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT is between Coleman Cable, Inc. (the “Company”) and Michael Frigo, a resident of Illinois (“Employee”).
TAX MATTERS AGREEMENTTax Matters Agreement • November 7th, 2006 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • New York
This Tax Matters Agreement (the “Agreement”) is made and entered into effective as of September 30, 2006 (the “Effective Date”), by and among Coleman Cable, Inc., a Delaware corporation (the “Company”), and the Stockholders listed on Schedule A (collectively, the “Stockholders”). The Company and the Stockholders are hereinafter referred to individually as a “party” and collectively as the “parties.”
AGREEMENT AND PLAN OF MERGER COLEMAN CABLE, INC., a Delaware corporation CLEARWATER ACQUISITION I, INC., a Florida corporation and a wholly owned subsidiary of Parent and TECHNOLOGY RESEARCH CORPORATION, a Florida corporation Dated: as of March 28, 2011Agreement and Plan of Merger • March 29th, 2011 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Florida
This Agreement and Plan of Merger (this “Agreement”) is dated as of March 28, 2011, among Coleman Cable, Inc., a Delaware corporation (“Parent”), Clearwater Acquisition I, Inc., a Florida corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Technology Research Corporation, a Florida corporation (the “Company”).
AMENDMENT TO CONSULTING AGREEMENTConsulting Agreement • November 7th, 2006 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire
AMENDMENT (this “Amendment”), by and between Coleman Cable, Inc., a Delaware corporation (“Coleman”) and Nachum Stein, an individual (the “Consultant”), will become effective upon consummation of the offering of Coleman’s common stock under Rule 144A of the Securities Act of 1933, with Friedman, Billings, Ramsey & Co., Inc. acting as initial purchaser and placement agent, provided that such offering is consummated before October 31, 2006.
LEASE TERMINATION AND RELEASE AGREEMENTLease Termination and Release Agreement • November 7th, 2006 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Florida
THIS LEASE TERMINATION AND RELEASE AGREEMENT (the “Agreement”) is made as of the 20th day of September, 2006 by and between 3-B EAST ASSOCIATES, a Florida general partnership (the “Landlord”) and COLEMAN CABLE, INC., a Delaware corporation (the “Tenant”).
January 21, 2014Coleman Cable, Inc. • January 21st, 2014 • Drawing & insulating of nonferrous wire
Coleman Cable, Inc. Form of Performance-Based Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • May 7th, 2010 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Illinois
This Restricted Stock Unit Award Agreement (the “Agreement”) is entered into as of the day of , 20 (the “Award Date”) between Coleman Cable, Inc. (the “Company”) and [ ] (the “Participant”). Any term capitalized but not defined in this Agreement shall have the meaning set forth in the Coleman Cable, Inc. Long-Term Incentive Plan, as amended and restated effective April 30, 2008 (the “Plan”).
FIRST SUPPLEMENTAL INDENTURE ADDITIONAL NOTE GUARANTEEFirst Supplemental Indenture • August 16th, 2011 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire
This First Supplemental Indenture, dated as of August 12, 2011 (this “Supplemental Indenture”), between Technology Research Corporation, a Florida corporation (“TRC”), Patco Electronics, Inc., a Florida corporation (“Patco” and together with TRC, each a “New Note Guarantor”), Coleman Cable, Inc., a Delaware corporation (together with its successors and assigns, the “Company”), each other Note Guarantor under this Indenture referred to below, and Deutsche Bank National Trust Company, as Trustee under the Indenture referred to below.
LEASELease • November 14th, 2005 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Illinois
THIS LEASE (“Lease”) is entered into as of the 11th day of September, 2003, by and between PANATTONI DEVELOPMENT COMPANY, LLC, a California limited liability company, whose address is 10255 W. Higgins, Suite 110, Rosemont, Illinois 60018 (together with its successors and assigns, “Landlord”) and COLEMAN CABLE, INC., a Delaware corporation, whose address is 1586 Lakeside Drive, Waukegan, Illinois 60085, and will be as of the Commencement Date, the Premises (as hereinafter defined) (together with its permitted successors and assigns, “Tenant”).
Coleman Cable, Inc. Restricted Stock Award AgreementRestricted Stock Award Agreement • May 5th, 2008 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Illinois
This Restricted Stock Award Agreement (the “Agreement”) is entered into as of the 30th day of April, 2008 (the “Award Date”) between Coleman Cable, Inc. (the “Company”) and G. Gary Yetman (the “Participant”). Any term capitalized but not defined in this Agreement shall have the meaning set forth in the Coleman Cable, Inc. Long-Term Incentive Plan, as amended (the “Plan”).
Equity Interest Purchase AgreementEquity Interest Purchase Agreement • May 9th, 2007 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • New York
This Equity Interest Purchase Agreement (“Agreement”) is made as of March 11, 2007, by (1) Coleman Cable, Inc., a Delaware corporation (“Buyer”), (2) the following parties whom shall be collectively referred to herein as the “Sellers”: DJR Fund, Inc., Stephen Lutz, SFB Enterprises, Inc., Mary A. Kennedy Trust, Raymond A. Kennedy, Michael Kennedy, Kevin Kennedy, Clarence Witsken, William Witsken, (the preceding Sellers are also referred to herein as the “Copperfield Sellers”), Spell Capital Partners Fund I, LP, a Minnesota limited partnership, as a Seller and as Sellers’ Representative, Firstar Capital Corporation, John A. Gambell and Ronald J. Herold (the preceding Sellers, not including the Copperfield Sellers, are also referred to herein as the “SCC Sellers”) and (3) the following individuals, solely with respect to Section 10.10 hereof, whom shall be collectively referred to herein as the “Additional Signatories”: Richard A. Carr, James D. Pomeroy and Richard J. Piliponis.
SHAREHOLDERS AGREEMENTShareholders Agreement • November 7th, 2006 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Illinois
THIS SHAREHOLDERS AGREEMENT (the “Agreement”), by and among Coleman Cable, Inc., a Delaware corporation (together with any successor entity thereto, the “Company”), and the existing holders of the Company’s common stock (the “Common Stock”) (including their successors and assigns) listed on the signature pages hereto (collectively, the “Existing Holders”), will become effective and dated as of the date of the consummation of the offering of the Company’s common stock under Rule 144A of the Securities Act of 1933, with Friedman, Billings, Ramsey & Co., Inc. (“FBR”), acting as Initial Purchaser and/or Placement Agent, provided that such offering is consummated before October 31, 2006.
March 7, 2013 Mr. Richard Burger Lake Forest, IL 60045 Dear Rich:Coleman Cable, Inc. • May 10th, 2013 • Drawing & insulating of nonferrous wire • Illinois
The purpose of this letter agreement is to confirm the terms by which you will continue to be engaged by Coleman Cable, Inc. (the “Company”) as a part-time employee, following your retirement from the position of Chief Financial Officer, to assist in providing an effective transition of your executive responsibilities as former Chief Financial Officer. The key terms of your employment shall be as follows:
PURCHASE AGREEMENT dated November 1, 2007 by and among COLEMAN CABLE, INC., WOODS INDUSTRIES, INC., WOODS INDUSTRIES (CANADA) INC., and KATY INDUSTRIES, INC.Purchase Agreement • November 2nd, 2007 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Illinois
This Purchase Agreement is made and entered into as of November 1, 2007 (this “Agreement”) by and among COLEMAN CABLE, INC., a Delaware corporation (“Coleman”), WOODS INDUSTRIES, INC., a Delaware corporation (“Woods US”), WOODS INDUSTRIES (CANADA), INC., an Ontario corporation (“Woods Canada”) and KATY INDUSTRIES, INC., a Delaware corporation (“Katy” and together with Woods US, the “Sellers”).
Coleman Cable, Inc. Form of Restricted Stock Award AgreementRestricted Stock Award Agreement • May 11th, 2009 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Illinois
This Restricted Stock Award Agreement (the “Agreement”) is entered into as of the day of (the “Award Date”) between Coleman Cable, Inc. (the “Company”) and (the “Participant”). Any term capitalized but not defined in this Agreement shall have the meaning set forth in the Coleman Cable, Inc. Long-Term Incentive Plan, as amended (the “Plan”).
SECOND SUPPLEMENTAL INDENTURE ADDITIONAL NOTE GUARANTEESecond Supplemental Indenture • August 15th, 2012 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire
This Second Supplemental Indenture, dated as of August 13, 2012 (this “Supplemental Indenture”), between Watteredge, LLC, a Delaware limited liability company (the “New Note Guarantor”) and Coleman Cable, Inc., a Delaware corporation (together with its successors and assigns, the “Company”), each other Note Guarantor under this Indenture referred to below, and Deutsche Bank National Trust Company, as Trustee under the Indenture referred to below.
THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • January 20th, 2010 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • New York
THIS THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of January 19, 2010 (this “Amendment”) relating to the Credit Agreement referenced below, is by and among COLEMAN CABLE, INC., a Delaware corporation (the “Company”), the Subsidiaries of the Company identified on the signature pages hereto as a Borrower (collectively referred to as the “Subsidiary Borrowers” or individually referred to as a “Subsidiary Borrower”) (hereinafter, the Company and the Subsidiary Borrowers collectively referred to as the “Borrowers” or individually referred to as a “Borrower”), each of the financial institutions identified as Lenders on the signature pages hereto (referred to individually as a “Lender” and, collectively, as the “Lenders”), and WACHOVIA BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, the “Administrative Agent” or the “Agent”).
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • December 20th, 2013 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Delaware
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of December 20, 2013, is by and among Southwire Company, a Delaware corporation (“Parent”), Cubs Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and each of the Persons set forth on Schedule A hereto (each, a “Stockholder”; it being understood that any reference to a “Stockholder” herein that is a trust shall also be deemed to be a reference to such trust’s trustee(s) and beneficiaries, to the extent such references shall be required pursuant to the terms of any trust instrument to give effect to the terms of this Agreement). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
NQO AGREEMENTNqo Agreement • November 16th, 2006 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire
THIS AGREEMENT, entered into as of the Grant Date (as defined in paragraph 1), by and between the Participant and Coleman Cable, Inc. (the “Company”);
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • December 20th, 2013 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Delaware
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of December 20, 2013, is by and among Southwire Company, a Delaware corporation (“Parent”), Cubs Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the Person set forth on Schedule A hereto (the “Stockholder”; it being understood that any reference to the “Stockholder” herein shall also be deemed to be a reference to the Stockholder’s trustee(s) and beneficiaries, to the extent such references shall be required pursuant to the terms of any trust instrument to give effect to the terms of this Agreement). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
COLEMAN CABLE, INC. 7,900,000 Shares of Common Stock PURCHASE/PLACEMENT AGREEMENT October 3, 2006Purchase/Placement Agreement • November 7th, 2006 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • New York
AGREEMENT AND PLAN OF MERGER among COLEMAN CABLE, INC., SOUTHWIRE COMPANY and CUBS ACQUISITION CORPORATION Dated as of December 20, 2013Agreement and Plan of Merger • December 20th, 2013 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • Delaware
AGREEMENT AND PLAN OF MERGER (hereinafter called this “Agreement”), dated as of December 20, 2013 among Coleman Cable, Inc., a Delaware corporation (the “Company”), Southwire Company, a Delaware Corporation (“Parent”), and Cubs Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub,” with the Company and Merger Sub sometimes being hereinafter collectively referred to as the “Constituent Corporations”).
COLEMAN CABLE, INC. (a Delaware corporation) 9% Senior Notes due 2018 PURCHASE AGREEMENTCredit Agreement • March 4th, 2010 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • New York
Coleman Cable, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Initial Purchasers named in Schedule A (the “Initial Purchasers”), acting severally and not jointly, the respective amounts set forth in such Schedule A of an $235,000,000 aggregate principal amount of its 9% Senior Notes due 2018 (the “Notes”), which will be unconditionally guaranteed as to principal, premium, if any, and interest (the “Guarantees”) by the subsidiary of the Company named in Schedule B hereto (the “Guarantor”).
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 7th, 2006 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • New York
THIS FOURTH AMENDMENT TO CREDIT AGREEMENT dated as of August 14, 2006 (this “Amendment”) relating to the Credit Agreement referenced below, is by and among COLEMAN CABLE, INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company identified on the signature pages hereto as a Borrower (collectively referred to as the “Subsidiary Borrowers” or individually referred to as a “Subsidiary Borrower”) (hereinafter, the Company and the Subsidiary Borrowers collectively referred to as the “Borrowers” or individually referred to as a “Borrower”), each of the financial institutions identified as Lenders on the signature pages hereto (referred to individually as a “Lender” and, collectively, as the “Lenders”), and WACHOVIA BANK, NATIONAL ASSOCIATION (“Wachovia”), as administrative agent (in such capacity, the “Administrative Agent” or the “Agent”).
SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND CONSENTCredit Agreement and Consent • June 18th, 2009 • Coleman Cable, Inc. • Drawing & insulating of nonferrous wire • New York
THIS SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND CONSENT dated as of June 18, 2009 (this “Amendment”) relating to the Credit Agreement referenced below, is by and among COLEMAN CABLE, INC., a Delaware corporation (the “Company”), the Subsidiaries of the Company identified on the signature pages hereto as a Borrower (collectively referred to as the “Subsidiary Borrowers” or individually referred to as a “Subsidiary Borrower”) (hereinafter, the Company and the Subsidiary Borrowers collectively referred to as the “Borrowers” or individually referred to as a “Borrower”), each of the financial institutions identified as Lenders on the signature pages hereto (referred to individually as a “Lender” and, collectively, as the “Lenders”), and WACHOVIA BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, the “Administrative Agent” or the “Agent”).
