TERMINATION OF STOCKHOLDERS AGREEMENT
EX-10.2 3 ex102terminationofstockhol.htm EX 10.2 - TERMINATION OF STOCKHOLDERS AGREEMENT EX 10.2 Termination of Stockholders Agreement
Exhibit 10.2
TERMINATION OF STOCKHOLDERS AGREEMENT
This Termination of the Stockholders Agreement (as defined below) is made as of April 29, 2014.
RECITALS
WHEREAS, a Stockholders Agreement dated as of August 7, 2012 (the “Stockholders Agreement”) was entered into by and among BLOOMIN’ BRANDS, INC., a Delaware Corporation (the “Company”), the BAIN FUNDS, the CATTERTON FUNDS, and the FOUNDERS (the terms BAIN FUNDS, CATTERTON FUNDS and the FOUNDERS having the same meaning as defined in the Stockholders Agreement);
WHEREAS, pursuant to Section 4.1 of the Stockholders Agreement, the BAIN FUNDS and the CATTERTON FUNDS desire to terminate the Stockholders Agreement in its entirety and the BAIN FUNDS and the Company desire to enter into a new Stockholders Agreement (“New Stockholders Agreement”) concurrently with the termination of the Stockholders Agreement.
AGREEMENT
Therefore, the parties hereto hereby agree as follows:
Termination of Stockholders Agreement.
The Stockholders Agreement is hereby terminated in its entirety effective April 29, 2014, subject to, and effective upon, entering into the New Stockholders Agreement.
In Witness Whereof, each of the BAIN FUNDS and the CATTERTON FUNDS has duly executed this Termination Agreement as of the date first above written.
SIGNATURE PAGES FOLLOW
1
THE BAIN FUNDS: | |||||
BAIN CAPITAL (OSI) IX COINVESTMENT, L.P. | |||||
By: Bain Capital Partners IX, L.P., | |||||
Its general partner | |||||
By: Bain Capital Investors, LLC, | |||||
Its general partner | |||||
By: | /s/ David Humphrey | ||||
Name: David Humphrey | |||||
Title: Managing Director | |||||
BAIN CAPITAL (OSI) IX, L.P. | |||||
By: Bain Capital Partners IX, L.P., | |||||
Its general partner | |||||
By: Bain Capital Investors, LLC, | |||||
Its general partner | |||||
By: | /s/ David Humphrey | ||||
Name: David Humphrey | |||||
Title: Managing Director | |||||
BCIP TCV, LLC | |||||
By: Bain Capital Investors, LLC, | |||||
Its administrative member | |||||
By: | /s/ David Humphrey | ||||
Name: David Humphrey | |||||
Title: Managing Director |
2
BAIN CAPITAL INTEGRAL INVESTORS 2006, LLC | |||||
By: Bain Capital Investors, LLC, | |||||
Its administrative member | |||||
By: | /s/ David Humphrey | ||||
Name: David Humphrey | |||||
Title: Managing Director | |||||
BCIP ASSOCIATES-G | |||||
By: Bain Capital Investors, LLC, | |||||
Its managing partner | |||||
By: | /s/ David Humphrey | ||||
Name: David Humphrey | |||||
Title Managing Director | |||||
3
THE CATTERTON FUNDS: | CATTERTON PARTNERS VI – KANGAROO, | ||||
L.P. | |||||
By: | Catterton Managing Partner VI, LLC | ||||
General Partner | |||||
By: | CP6 Management, LLC | ||||
Managing Member of General Partner | |||||
By: | /s/ J. Michael Chu | ||||
Name: J. Michael Chu | |||||
Title: Authorized Signatory | |||||
CATTERTON PARTNERS VI – KANGAROO | |||||
COINVEST, L.P. | |||||
By: | Catterton Managing Partner VI, LLC | ||||
General Partner | |||||
By: | CP6 Management, LLC | ||||
Managing Member of General Partner | |||||
By: | /s/ J. Michael Chu | ||||
Name: J. Michael Chu | |||||
Title: Authorized Signatory | |||||
4
COMPANY: | BLOOMIN’ BRANDS, INC. | ||||
By: | /s/ David Deno | ||||
Name: David Deno | |||||
Title: Chief Financial and Administrative Officer |
5