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HomeMy WebLinkAboutNCG200446_COMPLETE FILE - HISTORICAL_20150225STORMWATER DIVISION CODING SHEET NCG PERMITS PERMIT NO. /V DOC TYPE �L 1STORICAL FILE [*MONITORING REPORTS DOC DATE ❑ �` O �� t)a oZ S YYYYMMDD NC Division of Energy, Mineral and Land Resources NPDES Stormwater Permit Contacts Summary NC DEMLR has the followine contact information in our Permit Database for your permit as of 2/25/2015. Permit Number: NCG200446 Permit Type: Wholesale Trade of Metal Waste and Scrap Stornwater Disrhame COC Facility Name: Wise One - Clayton Plant Facility Addressl: 555 Wise Road Formerly Exide Rd Facility Address2: City, State & Zip: Clayton. NC 27520 MUST submit a Change of Name/Ownefsh/pform to DEMLR to make any changes to this Owner information. See "Miscellaneous Forms" at htto://oortal.ncdene.org/web/ir/nodes-itormwater Owner Name: Wise Recyclino I LLC Owner Type: Non -Government Owner Type Group: Organization *'* Legally Responsible for Permit*,** (Responsible corporate officer/principle executive officer or ranking elected oRcial/general partner or proprietor, or any other person with delegated signatory authority from the legally responsible person.) Owner Affiliation: Tina Murphy Title: Addressl: 7600 Rolling Mill Rd Address2: City, State & Zip: Baltimore, MD 21224 Work Phone: 410-685-6900 Fax: Email Address: Owner Contact Person(s) Contact Name Ilt_le Address Phone fPA Email Facility Contact Person(s) Contact Name Elie Address Phone fax Email Gary Taylor 555 Wise Rd, Clayton, NC 27520 919-553-9009 919-553-1769 . Permit Contact Person(s) Contact Name Ift Address Phone Fax Email Gary Taylor 555 Wise Rd, Clayton, NC 27520 919-553-9009 919-553-1769 Tina Murphy 7600 Rolling Mill Rd, Baltimore, MD 21224 410-685-6900 Permit Billing Contact Contact Name EIJI: Address Phone fax Email Gary Taylor 7600 Rolling Mill Rd, Baltimore, MD 21224 2/25/2015 Page Wise Recycling, LLC c/o A. Logsdon 805 Hammock Lane, Farragut TN 37934 October 21. 2014 NCDENR Division of Energy, Mineral and Land Resources Stormwater Permitting Program 1612 Mail Service Center Raleigh NC 27699-1612 RE: Notice of Ownership Change — NPDES Storrnwater Certificate NCG200446 Location Sold 07/01/14 — New Owner/Operator Wise Recycling 1, LLC Facility: 555 Wise Road, Clayton NC 27520 Dear Stormwater Permitting Division, On July 1, 2014 the above referenced recycling facility was sold and is now under new ownership. The new owner/operator, Wise Recycling 1, LLC, intends to continue to operate the site as a recycling center. On July 30, 2014, we completed and signed the "prior' operator section of a Permit Name/Ownership Change Form and forwarded to the new owner/operator (Wise Recycling 1, LLC) for their signature and submission to NCDENR. To date we have not received confirmation that the new operator has in fact submitted the ownership change notice, therefore please accept this letter as our notice to you that effective 07/01/14 we are no longer operating the facility. A copy of the ownership change is attached for your reference. Below you will find contact information for the new owner/operator. Notice related to that facility for activities after 07/01/14 should be forwarded directly to them. NEW Owner/Operator: Wise Recycling 1, LLC (Fed ID 47-0986130) 7600 Rolling Mill Road Baltimore MD 21224 Phone: 410-285-6900 Greg Rochlin, CFO/President grochlin@wiserecycling.com Any correspondence related to the prior/original operator (Wise Recycling, LLC - Fed ID 52-2080576) should be forwarded to Wise Recycling, LLC c/o A.Logsdon 805 Hammock Lane, Farragut TN 37934. If you have any questions feel free to contact me at 410-697-3248. Sincerely, K.G.Kalivoda Vice President Email: kkalivoda@wiserecycling.com �i 0F�1t4N1r�fCei i civ nii-L LNG Division of Energy, Mineral & Land Resources Land Quality Section/Stormwater Permitting National Pollutant Discharge Elimination System PERMIT NAME/OWNERSHIP CHANGE FORM FOR AGENCY USE ONLY Date RaeeWed Year I Monty I Da Please enter the permit number for which the change is requested. NPDES Pennit (or) Certificate of Coverag N I C I S 10 1 N I C I G I QIC)1(21 II. Permit status prior to requested change. a. Pennit issued to (company name): b. Person legally responsible for permit: Facility name (discharge): d. Facility address: c. Facility contact person: Wise Recycling, LLC K. Kalivoda First MI Last Vice President Title 555 [Vise Road Permit Holder Mailing Address Clayton NC 27520 City State Zip ( 919) 261-5171 ( 919) 325-4742 Phone Fax Wise Recycling, LLC — Clayton II Address Clayton NC 27520 City State Zip Gary Taylor ( 919) 369-7885 First / MI / Last Phone 111. Please provide the following for the requested change (revised permit). _ a. Request for change is a result of: Change in ownership of the facility C E 1- �l ff Name change of the facility or owner If other please explain: b. Permit issued to (company name): . c. Person legally responsible for permit: d. Facility name (discharge): e. Facility address: f. Facility contact person: [Vise Recycling 1, LLC - Fed ID 47-0986130 Greg Rochlin First MI Last Title 7600 Rolling Mill Road Pennit Holder Mailing Address Baltimore MD 21224 City State Zip (410 ) 285-6900 Phone E-mail Address [Vise ONE - Clayton Plant Address Clayton NC 27520 City State Zip Gary Taylor First Ml Last (919 ) 550-8008 Phone E-mail Address IV. Permit contact information (if different from the person legally responsible for the permit) Raised Jan. 27, 2014 RE: NCG200446 - wise ONE 555 Wise Rd, Clayton NC 27520 NPDES PERMIT NAME/OWNERSHIP CHANGE FORM Page 2 of 2 Permit contact: First MI Last Title Mailing Address City State Zip ( ) Phone E-mail Address V. Will the permitted facility continue to conduct the saute industrial activities conducted prior to Ibis ownership or name change? NA Yes ❑ No (please explain) VL Required Items: THIS APPLICATION WILL BE RETURNED UNPROCESSED IF ITEMS ARE INCOMPLETE OR MISSING: ❑ This completed application is required for both name change and/or ownership change requests. ❑ Legal documentation of the transfer of ownership (such as relevant pages of a contract deed, or a bill of sale) is required for an ownership change request. Articles of incorporation are not sufficient for an ownership change. The certifications below must be completed and signed by both the permit holder prior to the change, and the new applicant in the case of an ownership change request. For a name change request, the signed Applicant's Certification is sufficient. PERMITTEE CERTIFICATION (Permit holder prior to ownership change): attest that this application for a name/ownership change has been reviewed and is accurate and complete to the best of my knowledge. I understand that if all required parts of this application are not Cf completed and that if all required supporting information is not included, this application package will be y returned as incomplete. Signature Date APPLICANT CERTIFICATION F attestthat this application for a name/ownership change has been reviewed and is accurate and mpletetothebest of my knowledge. I understand that if all required parts of this application are not mpleted and that if all required supporting information is not included, this application package will be urned as incomplete. Signature Date CT_ �Q-) PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO: Division of Energy, Mineral and Land Resources Stonuwater Permitting Program 1612 Mail Service Center Raleigh, North Carolina 27699-1612 Rev,sed Jan. 27, 2014 Execution Version BILL OF SALE, ASSIGNMENT AND ASSUMPTION AGREEMENT This BILL OF SALE, ASSIGNMENT AND ASSUMPTION AGREEMENT (this "Agreement'), dated as of July 1, 2014, is made by and among Wise Recycling I, LLC; a Delaware limited liability company (the "Company"), Wise Recycling, LLC, a:Maryland limited liability company ("Wise Subsidiary'), Wise Recycling West, LLC, a Delaware limited liability company ("Wise Property Owner"), and Wise Metals Holdings LLC, a Delaware limited liability company (")Vlise"). WHEREAS, the Company, Wise Subsidiary, Wise Property Owner, Wise, Source Recycling, LLC, a Delaware limited liability company, and Terrapin Metals Recycling, LLC, a Delaware limited liability company, are parties to that certain Contribution Agreement, dated as of June 30, 2014 (as may be amended, modified or supplemented from time to time, the "Contribution Agreement"; capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Contribution Agreement), pursuant to which, among other things, Wise has agreed to cause Wise Subsidiary and Wise Property Owner to transfer, assign, contribute and deliver to the Company all of Wise Subsidiary's and Wise Property Owner's right; title -and interest in and to the Wise Contributed Assets, excluding the Wise Excluded Assets, to the Company, and the Company has agreed to accept from Wise Subsidiary, all of Wise Subsidiary's right, title and interest in and to the Wise Contributed Assets and to assume the Wise Assumed Liabilities; and WHEREAS, the execution and delivery of this Agreement by the Company, Wise Subsidiary, Wise Property Owner and Wise is a condition to the obligations of the parties to the Contribution Agreement to consummate the transactions contemplated by the Contribution Agreement. NOW THEREFORE, in consideration of the mutual promises and covenants set forth herein and in the Contribution Agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, each party hereto agrees as follows: 1. Transfer of Wise Contributed Assets. For value received, effective as of the Closing and subject to the terms and conditions of the Contribution Agreement, each of Wise Subsidiary and Wise Property Owner do hereby sell, transfer, assign, convey and deliver to the Company, its successors and assigns all of such party's right, title and interest in and to the Wise Contributed Assets, including, without limitation, all of the tangible personal property set forth on Schedule I attached hereto, free and clear of all Liens (other than Wise Permitted Liens), to have and to hold, all and singular, the Wise Contributed Assets forever, and the Company does hereby accept the sale, transfer, assignment, conveyance and delivery of all of such party's right, title and interest in and to the Wise Contributed Assets. Notwithstanding anything in this Agreement or the Contribution Agreement to the contrary, Wise and Wise Subsidiary are retaining ownership and possession of, and are not selling, transferring, conveying, assigning or delivering to the Company, any right, title or interest in, to or under, any asset other than the Wise Contributed Assets. CH1:2840662.2 2. Assumption of Obligations. As part of the consideration for the Company's purchase of the Wise Contributed Assets, effective as of the Closing, the Company hereby assumes, undertakes and agrees to perform, pay, honor, be liable for and discharge when due, any and all of the Wise Assumed Liabilities. 3. Further Actions. From and after the date of this Agreement, each of the parties hereto shall use all reasonable efforts to take, or cause to be taken, all appropriate action, do or cause to be done all things necessary, proper or advisable under applicable Law, and execute and deliver such documents and other papers, as may be required to carry out the provisions of this Agreement and consummate and make effective the transactions contemplated by this Agreement. 4. Miscellaneous. (a) Except as otherwise provided in the Contribution Agreement, the respective rights and obligations of the parties hereto shall not be assignable without the prior written consent of the other parties hereto. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. (b) Nothing in this Agreement, express or implied, is intended to or shall be construed to modify, expand or limit in any way the terms of the Contribution Agreement. To the extent that any provision of this instrument conflicts or is inconsistent with the terms of the Contribution Agreement, the Contribution Agreement will govern. (c) This Agreement may not be amended or modified except in a writing signed by the parties hereto. (d) This Agreement shall be exclusively interpreted and governed by the Laws of the State of Delaware and the federal laws applicable therein, without regard to its conflict of law provisions. (e) This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. [Signature Pages Follow] IN WITNESS WHEREOF, each of the parties hereto, has executed and delivered this Bill of Sale, Assignment and Assumption Agreement as of the date first above written. COMPANY:' WISE RECYCLING I, LLC By: a reg Rochlin '-Title: Chief Executive Officer WISE SUBSIDIARY: WIS YCL LLC By: Name: Robeft Ericson Title: Vice President and Secretary WISE PROPERTY OWNER: WISE CY L S , LLC By: Name: Robert ricson Title: Vice President and Secretary WISE: WISE HOD GS LLC By: Name: Robert W. Ericson Title: Executive Vice President, Chief Legal Officer and Secretary [Signature Page to Wise Bill of Sale, Assignment and Assumption Agreement] A#2 NCDENR North Carolina Department of Environment and Natural Resources Pat McCrory Governor Mr. Tina Murphy Wise Recycling I, LLC 7600 Rolling Mill Road Baltimore, MD 21224 Dear Ms. Murphy: August 25, 2014 John E. Skvarla, III Secretary RECEIVE[) SEP 0 8 2014 CENTRAL FILES DWR SECTION Subject: NPDES General Permit NCG200446 Wise Recycling 1, LLC Formerly Wise Recycling, LLC Certificate of Coverage NCG200446 Johnston County Division personnel received your request to revise your stormwater permit Certificate of Coverage to accurately reflect your new company and/or facility name. Please find enclosed the revised Certificate of Coverage. The terms and conditions contained in the General Permit remain unchanged and in full effect. This revised Certificate of Coverage is issued under the requirements of North Carolina General Statutes 143-215.1 and the Memorandum of Agreement between North Carolina and the U.S. Environmental Protection Agency. If you have any questions or need further information, please contact the Stormwater Permitting Program at (919) 707-9220. Sincerely, ri for Tracy E. Davis, P.E., CPM, Director Division of Energy, Mineral and Land Resources cc: Raleigh Regional Office, D. Parnell Stormwater Permitting Program Files Central Files Division of Energy, Mineral, and Land Resources Energy Section • Geological Survey Section • Land Quality Section 1612 Mail Service Center, Raleigh, North Carolina 27699.1612.919.707-9200 / FAX: 919-715-8801 512 North Salisbury Street, Raleigh, North Carolina 27604 • Internet: http://portal.ncdenr.org/web/Ir/ An Equal Opportunity 1 Affirmative Action Employer — 50% Recycled 110% Post Consumer Paper STATE OF NORTH CAROLINA DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES DIVISION OF WATER QUALITY GENERAL PERMIT NO. NCG200000 CERTIFICATE OF COVERAGE No. NCG200446 STORMWATER DISCHARGES NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM In compliance with the provision of North Carolina General Statute 143-215.1, other lawful standards and regulations promulgated and adopted by the North Carolina Environmental Management Commission, and the Federal Water Pollution Control Act, as amended, Wise Recycling 1, LLC is hereby authorized to discharge stormwater from a facility located at Wise One — Clayton Plant 555 Wise Road Clayton Johnston County to receiving waters designated as unnamed tributary to Reedy Branch, a class WS-111 NSW water in the Neuse River Basin in accordance with the effluent limitations, monitoring requirements, and other conditions set forth in Parts 1, 11, 111, and IV of the General Permit No. NCG200446 as attached. This certificate of coverage shall become effective August 25, 2014. This Certificate of Coverage shall remain in effect for the duration of the General Permit. Signed this day August 25, 2014 QN�for Tracy E. Dav s, irect Division of Energy, Mineral and Land Resources By Authority of the Environmental Management Commission A -- Division of Energy,'Mineral S Land Resources Land Quality Section/Stormrvater Permitting NCDENR,National Pollutant �Discharge`Eliniination;System PERMIT NAME/OWNERSHIP CHANGE:FORM IFOR AGENGY,USE ONLY IDate'Received ',Yee, ,.Month I '. :Day � I 1. Please enter the permit number,for which the dhange is requested. NPDES Permit (m) Certificatelof'Coverag AUG 0 N Ci S 'O1 � 1NI Ie11,G I. i�Ol �I : ! ,r 2014 11. Permit status aEk to requested change. a. .Pennit issued to (company:name): TVIse Recycling, LLC Qt/ b. Person legally responsible forpermiC X.:Kal$voda 'First ;III !Last 'Vice :President 'Title 555 !Wise :Road Tennit:tlolderNniling Address 'Clayton.NC 2,7520 'City :State :Zip '( �91�9) 261-51,71 91-9'1) .325-4742 !Phone 'Fax c. Facility name (discharge): '.Wise 'Recycling, LLC - ;Clayton II d. Facility address: 555 'raise Road ,Address Clayton 'NC 27520 'City !staic .Zip e. Facility contact person: Gary 'Taylor ( 9'l2) .369—:7885 'First JIMIOSLast !Phone Ill. :Please providethefollowing for thea•equested,' hange':(rcrisedipermit). a. Request for change is it result of !g'Change'm'o«mersliip'ofthc':facility nefriF— !RI Nanlelchange,oflthe.facility,orowner 1fOther lVeaee evplain b. Permit issued to (company name,): Wise Recycl fng :r, .LLC - Fed ID .47-::0986130 c. Person legally responsible forperniit: ILL YltYltl ,_ r-1,Ft _.. f �Last ��Fir�st /� Lri rI i7Cr V1C'�.. _lam Title .7600 Rolling Kill Road ,PemiiEHolder'ivlailing Address 'Baltimore a1D.21224 �qy City :State :Zip 1( 41O ')'285-6900 0 'Phone iE-mail, Address d. 'Facility name (discltargc): 'Wise ,ONE -,Clayton Plant e. Facility address: 555 :Wise `Road ,Address Clayton 'NC :27520 City State 'Zip f. Facility contact person: Ga,ry_Pffyiht First !A9l !Last ''( 919 ) 550-8008 'Phone E-mail Address 1V. Permit contact information'(if different: from,the,person' legally -responsible ,for!the,pernut) :Revised Jan. 27, 2014 /�,, " l" � Lt� � i,~ - 51. 1�g ` .' 1 ``'� �5. � - �_ �; �, ' • '-F `<; �: �` „". RE: NCG200446 — Wise ONE 555 Wise Rd., Clayton.NC 2.7520 NPDES PERMIT NAMEIOWNERSHIP CHANGE'FORM Page 2 of 2 Permit contact: Title Mniling Address 'City :Sane :Zip :Phone '!E-mniiAddress V. Will the permitted facility continue to conduct thesame industrial activities conducted:prior (oshis ownership or name change? X Yes ❑ No (please explain) VI. Required Items: THIS APPLICATION WILL BE RETURNED UNPROCESSEDIF'7TEMS ARE INCOMPLETE OR MISSING: ❑ This completed application is required for`both name ehaiigeancUorownersliip;cliangc requests. ❑ Legal documentation oftlic�transfei�ofowneiship:.(stitih�asa'6levant,pages,oiia,contract.deed, or a bill of sale) is required for amownership ehange,request. Articles�oflncorpoiatiomare not sufficient lot an ownership change. The certifications below mustbe completed and signed byboth the;peniiiflholcler,priornolihe,change,;and the new applicant in the case•ofan ownership change request.:'For:adtauie,change;request,;thesigned Applicant's Certification.is sufficient. PERMITTEE CERTIFICATION'(Pennirholder priorto ownersliip change): jattest that this application fora name/ownership change'haslbeen rcvicwed;audiis:accurate;aud complete to the best of my.knowledge. 1 understandahat if.all required parmof thisnpplieationare not completed and that if all required supporting information is: not included, thisapplicationlpackage willlbe returned as incomplete. Signature iDate APPLICANT CERTIFICATION _,attest that this application for anamc/ownership change hasibeen reviewed; and :is:accurate;and complete to the best of iny knowledge. I understand that if required parts,of-,this;application;arenrot v completed and thin if all required :supporting infonnatiotr'is iiot,included,nthis;applicationlpackage�willlbe . retm'L d as:incouiplete. s141 Sign turre Date PLEASE SEND THE COMPLETE APPLICATION PACKAGE'TO: Division of Energy, Mincral:and :Land :Resource& Storinwater Permitting` Program 1612;Mail,Service Center Raleigh, North Carolina27699-1612 Reseed Jan. 27, 2014 Execution Version BILL OF SALE, ASSIGNMENT AND ASSUMPTION AGREEMENT This BILL OF SALE, ASSIGNMENT AND ASSUMPTION AGREEMENT ((this "Agreement'), dated as of Ally I, 2014,'is made by and among Wise ''Recycling'I,'LLC,,a Delaware limited liability company (the "Company'),Wise`Recycling, LLC,.a'Maryland limited liability company ("Wise Subsidiary"),Wise Recycling West, LLC,, a,�Delaware Uitriited'liability company ("Wise Property Owner"), and Wise •Metals Holdingsit:LC, a iDelaware,hinitedlliability company WHEREAS, the Company, Wise Subsidiary, Wise Property Owner, Wise, (Source Recycling, LLC, a Delaware limited liability company, and Terrapin.nletals'Recycling, lL'LC,:a Delaware limited liability company, are parties,to that certain ConUibution Agreement,,dated;as of June 30, 2014 (as may be amended, modified or supplemented :from Mime 'to itime, Ahe "Contribution A.preement"; capitalized terms used (but knot otherwise &fined Therein :shall lhave the respective meanings ascribed thereto in ,the Contribution Agreement), (pursuant ,to wliich, among other things, Wise has agreed to cause Wise ;Subsidiary ,and Wise !Property (Owner ito transfer, assign, contribute and deliver to the 'Company :all of Wise :Stibsidiary's .and 'Wise Property Owner's right, title and interest in and to the Wise Contributed Assets,:excluding.the Wise Excluded Assets, to the Company, :and the 'Company has :agreed to :accept :from `Wise Subsidiary, all of Wise Subsidiary's right, title and interest:in andto the Wise, Comfibuted Assets and to assume the Wise Assumed Liabilities; and WHEREAS, the execution and delivery of 'this Agreement by 'the Company, Wise Subsidiary, Wise Property Owner and Wise is a condition�to;ttie�obligsttions,of:the;partiesito,the Contribution Agreement to consummate the transactions contemplated Iby the Contribution Agreement. NOW THEREFORE, in consideration of the mutual ,promises ,and covenants :set forth herein and inthe Contribution Agreement, and othergood and vatuable,considetation,dheireceipt and sufficiency of which is hereby acknowledged, and intending :to the Ilegally'bound (hereby, each party hereto agrees as follows: I_ Transfer of Wise Contributed Assets. 'For value received,,effective:as (of'ithe Closing and subject to the terms and conditions of the Contribution •Agreement_ ,eaeh rof`Wise Subsidiary and Wise Property Owner dolhereby sell,', transfer,:assign,,convey:and deliver;to,the Company, its successors and assigns all ofsuchpatty',s right,;title.and interestiin:andito,the ise Contributed Assets, including, without '[imitation, all of the tangible personal iproperty:set forth on Schedule I attached hereto, free and clear of all 'Liens (other�than Wise Permitted')] iens), to have and to hold, all and singular, the Wise Contributed.Assets forever,, and,the,Company,does hereby accept the sale, transfer, assignment, conveyance and delivety of,all,of:such,partyisniight, title and interest in and to the Wise Contributed Assets. Notwithstanding anything Tin Miis Agreement or the Contribution Agreement to the contrary, Wise :and `Wise (Subsidiary ;are retaining ownership and possession of, and are not set ling, transferring, conveying,;assigningior delivering to the Company, any right, title or interest in, to or, under,:any;asset(otherthan.the Wise Contributed Assets. CH1:2840662,2 2. Assumption of Obligations. As part' of .the consideration for the Company's Purchase of the Wise Contributed Assets, effective as of the Closing, the Company Thereby assumes, undertakes and agrees to ,perform, pay,'honor, ibe liable ,for:and discharge ,when due, any and all of the Wise Assumed Liabilities. 3. Further Actions. From and after the date �of,this Agreement,,each;of,the;parties hereto shall use all reasonable efforts to take, or causeao!be taken,: all:appropriate,action,;dotor cause to be done all things necessary, proper oradvisableunderapplicable�Law,,and,execute:and deliver such documents and otherpapers, as may beaegtiired to carry; out �theiprovisions,ofithis Agreement and consummate and make effective the transactions ;contemplated !by ithis Agreement. a. Miscellaneous. (a) Except as otherwise provided in ';the Contr-ibution Agreement, ';the respective rights and obligations ofdhe parties heretoshall.not'be:assignable svithoutithetp6or written consent of the other parties hereto. This Agreement:shall'belbindingiupon:and inure ;to the benefit of the parties hereto and their respective.successorsand;permitted,assigns. (b) Nothing in this Agreement,,express orImplied,'is intended�to;or;shall!be construed to modify, expand or limit in anyway the terms ,of the 'Contribution Agreement. To the extent that any provision of -this instrument conflicts oriisiinconsistentavilhithetterms�of;the Contribution Agreement, the Contribution Agreement will govern. (c) This Agreement may :not be ,amended or )modified except :in ;a ,writing signed by the parties hereto. (d) This Agreement ,shall ,beexclusively;interp•eted:and;governeil!byrthe'Iaws of the State of Delaware and the federal (lawsapplicable,therein, withoutIregarditOiitsicoiinict,of law provisions. (e) This Agreement may be -executed in .two or more counterparts, ;each lof which shall be deemed an original, but all of which together shall constitute one :and ';the same instrument. [Signature Pages Foilotr] 2 IN WITNESS WHEREOF, each of the parties hereto has,executed;and delivered Ibis Bill of Sale, Assignment and Assumption Agreement as•of the,datefirst aboveavritten. COMPANY: WISE iRECYCLING J,.,LLC ` a regiRochlin itle: Chief Executive Officer WISE SUBSIDIARY: WIS' YCL LJLC i i I By: , Name: Robe t Ericson Title: ViceiPresidentand:Sccretary WISE PROPERTY OWNER: WISE CY Ti VES ', LLC I I t is By; Name: Robert .rleson Title: Vice President,and:Secretary WISE: WISE S 110 'D II GSLLC ' I t i By: Name: YRobert W.'Ericson Title: ;Executive ViceTre9ident,1Chief Legal r0ff1cerand;Secretany [Signature Page to Wise Bill of Sale, Assignment and Assumption Agreement] A -- �t� Division of Energy, Mineral & Land Resources Land Quality Section/Stormwater Permitting NC®ENR National Pollutant Discharge Elimination System e� a PERMIT NAMEIOWNERSHIP CHANGE FORM :FOR AGENCY. USE ONLY Dab Received Year Month !Gay I. Please enter the permit number for which the change is requested. NPDES Permit (or) Certificate 14 of Coverag q(/G 0 N C S 0' NI; CI GI 1✓', i 20 14 11. .Permit status prior to requested change. IV t a. Permit issued to (company name): 'Wise Recucling, LLC 0(/ b. Person legally responsible for permit: K. Kalivoda �First 'MI :last Vice .President ,title .555.Wise :Road 1Pormit Holder. Mailing Address Clayton.NC 27520 City .State 'Zip '( 919) 261—.5171 91,9`).325-4742 .Phone 'Fas c. Facility name (discharge): Wise Recucling, LLC — .Clayton II d. Facility address: 555 Wise Road ,Address clagton NC '27520 City :State .Zip e. Facility contact person: Gary Taylor :( 919) .369-7885 First J,MI'/;Last Phone Ill. Please provide the following for the requested change (revised permit). a. Request for change iis aresultof. Change 'in ownership,of the facility Name ohange of the ,facility 'or'owner 1%other please explain: b. Permit issued to (company name): c. Person legally responsible for permit: d. V Facility name (discharge): e. Facility address: Wise 'Recycl.i7nq J%.LLC —:Fed SD 47-0986130 MurrtinU 'FirstL .._ V/ I Last _7 /mot hG h6'e. Title 7600 Rolling Kill Road PennitBader.Mailing Address .Baltimore DID.21224 City :State :Zip '(410 ,):285-6900 Phone Email Address Wise,ONE—Clauton Plant Address layton NC 2.7520 City ;State 'Zip f. Facility contact person: Gary Taylor :First 1Ml last { 91.9 .) 550-8008 Phone E-mnil.Actdmss IV. Permit contact information (if different from the,person'legally responsible.forlthe,pertriit) Remed Jan. 27, 2010 RE: NCG200446 — Wise ONE 555 Wise Rd, Clayton NC 27520 NPDES PERMIT NAME/OWNERSHIP CHANGE FORM Page 2 of 2 Permit contact: First Ml tast City Tille 'Mailing Address Phone E-moil Address V. Will the permitted facility continue to conduct the same industrial activities conducted prior (oibis ownership or name change? X Yes ❑ No (please explain) VI Required Items: THIS APPLICATION WILL HE RETURNED UNPROCESSED IF ITEMS ARE INCOMPLETE OR MISSING: ❑ This completed application is required for both name change and/or ownership change requests. ❑ Legal documentation of the transfer of ownership (such as!relevant pages of a contract deed, or a bill of sale) is required for an ownership change request. Articles,ofincorporatioware not sufficient for an ownership change. The certifications below must be completedand signed by both thepemiitholder priordoithe:change, and the new applicant in the case of an ownership change request. For a name change request, the signed Applicant's Certification is sufficient. PERMITTEE CERTIFICATION (Permit holder prior to ownership change): attest that this application for a name/ownership change has ibeen reviewed and'is:accurateand complete to the best of my knowledge. I understand that if all required.parts of this application are not completed and that if all required supporting' information is not included, this application package will.be returned as incomplete. Signature Date APPLICANT CERTIFICATION attest that this application for a name/ownership change has been reviewed and is accurate and complete to the best of my knowledge. I understand that if all required parts,ofthis applicationaremot v completed and that if all required supporting information is not included, -this application package will !he retur fed as incomplete. of Signalture 6 Date PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO: Division of Energy, Mineral and:Land.Resources Stonmvater Permitting Program 1612 Mail Service Center Raleigh, North Carolina 27699-1612 Reused Jan. 27, 2014 Execution Version BILL OF SALE, ASSIGNMENT AND ASSUMPTION AGREEMENT This BILL OF SALE, ASSIGNMENT AND ASSUMPTION AGREEMENT ,(this "Agreement"), dated as of July 1, 2014, is made by and among Wise Recycling '1,'LLC, a Delaware limited liability company (the "Company'), Wise Recycling, LLC, a Maryland limited liability company ("Wise Subsidiary'), Wise Recycling West, LLC, a Delaware limited liability company ("Wise Property Owner"), and Wise Metals Holdings;LLC, a Delaware limited liability company WHEREAS, the Company, Wise Subsidiary, Wise Property Owner, Wise, Source Recycling, LLC, a Delaware limited liability company, and Terrapin Metals Recycling, LLC, a Delaware limited liability company, are parties to that certain Contribution Agreement, dated as of June 30, 2014 (as may be amended, modified or supplemented from time ;to time, :the "Contribution.Agreement"; capitalized terms used but not otherwise defined 'herein .shall'have the respective meanings ascribed thereto in the Contribution Agreement), :pursuant to which, among other things, Wise has agreed to cause Wise !Subsidiary and Wise ;Property Owner to transfer, assign, contribute and deliver to the Company all of Wise Subsidiary's ,and Wise Property Owner's right, title and interest in and to the Wise Contributed Assets; excluding She Wise Excluded Assets, to the Company, and the Company has agreed to accept :from 'Wise Subsidiary, all of Wise Subsidiary's right, title and interest in and to the Wise Contributed Assets and to assume the Wise Assumed. Liabilities; and WHEREAS, the execution and delivery of this Agreement by the Company, Wise Subsidiary, Wise Property Owner and Wise is a condition to the obligations ofdhe parties to :the Contribution Agreement to consummate the transactions contemplated by the Contribution Agreement. NOW THEREFORE, in consideration of the mutual promises and covenants set forth herein and in the Contribution Agreement, and othergood:and valuable consideration ,the;receipt and sufficiency of which is hereby acknowledged, and intending to be legally 'bound ;hereby, each party hereto agrees as follows: .I. Transfer of Wise Contributed Assets. For value ;received, effective :as of -the Closing and subject to the terms and conditions of the Contribution Agreement, peach of Wise Subsidiary and Wise Property Owner do hereby sell, transfer, assign, conveyaand deliver .to;the Company, its successors and assigns all of such parry's right, title and interest in:and¢othe Wise Contributed Assets, including, without limitation, all of the tangible personal property set forth on Schedule 1 attached hereto, free and clear of all Liens (other than Wise Permitted !Liens), to have and to hold, all and singular, the Wise Contributed Assets forever, and the Company does hereby accept the sale, transfer, assignment, conveyance and delivery of all of.such parry's right, title and interest in and to the Wise Contributed Assets. ;Notwithstanding anything in this Agreement or the Contribution Agreement to the contrary, 'Wise and Wise .Subsidiary are retaining ownership and possession of, and are not selling, transferring, conveying, assigning or delivering to the Company, any right, title or interest in, to or under, any asset other than the Wise Contributed Assets. CHI.2840662.2 2. Assumption of Obligations. As part of the consideration for the Company's purchase of the Wise Contributed Assets, effective as of the Closing, the Company hereby assumes, undertakes and agrees to perform, pay, honor, be liable for and discharge when due, any and all of the Wise Assumed Liabilities. 3. Further Actions. From and after the date of this Agreement, each of the parties hereto shall use all reasonable efforts to take, or cause �to be taken, all .appropriate action, do or cause to be done all things necessary, proper or advisable under applicable Law, aril execute and deliver such documents and other papers, as may be required to carry out the,provisions,of this Agreement and consummate and ,make effective .the transactions contemplated !by this Agreement. 4. Miscellaneous. (a) Except as otherwise provided in the Contribution Agreement, the respective rights and obligations of the parties hereto shall not be assignable without the prior written consent of the other parties hereto. This Agreement shall be binding ,upon -and inure to the benefit of the parties hereto and their respective successors and permitted assigns. (b) Nothing in this Agreement, express or implied, is intended to or shall be construed to modify, expand or limit in any way the terns of the Contribution Agreement. To the extent that any provision of this instrument conflicts or is inconsistent with the terms of the Contribution Agreement, the Contribution Agreement will govern. (c) This Agreement may not be amended or modified except in a writing signed by the parties hereto. (d) This Agreement shall be exclusively interpreted and, govemediby,the'Laws of the State of Delaware and the federal laws applicable therein, without regard to its,confliaof law provisions. (e) This Agreement may be executed in two or more counterparts, eadh ,of which shall be deemed an original, but all of which ,together shall constitute one and the same instrument. [Signature PggesFollow] IN WITNESS WHEREOF, each of the parties hereto has executed and delivered this Bill of Sale, Assignment and Assumption Agreement as of the date first above written. COMPANY: WISE:RECYCLING I,,LLC - By: a reg Rochlin itle: Chief Executive Officer WISE SUBSIDIARY: WIS YCL LLC By: Name: RobritEricson Title: Vice President:and:Secretary WISE PROPERTY OWNER: WISE:' CY L ES "LLC By: Name: Robcrt • 'eson Title: Vice President and Secretary WISE: WISE HOD GS LLC By: Name: Robert W. Ericson Title: Executive Vice` President, Chief Legal Officer and Secretary [Signature Page to Wise Bill of Sale, Assignment and Assumption Agreement] Wise Recycling, LLC — Corporate Office 555 Wise Road, Suite 200 Clayton NC 27520 June 4, 2012 NC Department of Environment & Natural Resources Division of Water Quality 1617 Mail Service Center Raleigh NC 27699-1617 RE: Notice of Mailing Address Change Permit # NCG200446 (Johnston County) Address: 555 Wise Road, Clayton NC 27520 Dear Sir/Madam: Wise Recycling has moved it's corporate office from Maryland to North Carolina. All requests and correspondences should be forwarded to our new address. Effective immediately please update your system to reflect the address shown below. Business Mailing Address: Wise Recycling, LLC 555 Wise Road, Suite 200 Clayton NC 27520 If you have any questions feel free to contact me at 919-261-5171 Sincerely, 1 K.G. Kalivoda Beverly Eaves Perdue Governor AWA ^='=�;® FEB 16 2010 NC®ENR ina Department of Environment and Natural Resources Division of Water Quality Coleen H. Sullins C(op'y Dee Freeman Director Secretary February 11, 2010 Wise R ling LLC 8" EI e Landing Rd. S-600 Linthi um, 21090 l�\ WISE RECYCLING, LLC Attn: Kathy Kalivocia �p2 555 Wise Road, Suite 200 Clayton, NC 27520 Dear Permittee. NPDES Stormwater Permit Coverage Renewal Wise Recycling, LLC-Clayton II COC Number NCG200446 Johnston County Your facility was previously granted coverage under stormwater general permit NCG200000. This letter serves as your notification that the Division of Water Quality (DWQ) has reissued the general permit and that your facility's coverage will continue under the conditions of the reissued general permit. Please review the new permit to familiarize yourself with the changes in the reissued permit. This permit is reissued pursuant to the requirements of North Carolina General Statute 143-215.1 and the Memorandum of Agreement between the state of North Carolina and the U.S. Environmental Protection Agency, dated October 15, 2007 (or as subsequently amended.) The following information is included with your permit package: • A new Certificate of Coverage • A copy of stormwater General Permit NCG200000 • A copy of a Technical Bulletin for the General Permit • Five copies of the regular and annual summary Discharge Monitoring Report (DMR) Forms • Five copies of the Qualitative Monitoring Report Form The General Permit authorizes discharges of stormwater only, and it specifies your obligations with respect to stormwater discharge controls, management, monitoring, and record keeping. Please review the new permit to familiarize yourself with all the changes in the reissued permit. The more significant changes in the General Permit since your last Certificate of Coverage are as follows: • Semi-annual analytical monitoring with benchmarks replaces annual monitoring with cut-off concentrations • Refinements and clarifications to the SPPP requirements; refer to Part II; Section A • New analytical monitoring parameters including pH, Cu, Fe, Zn and O&G • Tiered response requirements for benchmark exceedences based on analytical results, and direction to notify the DWQ Regional Office in the event of four benchmark exceedances (Fe not included); benchmarks are not limits • Semi-annual qualitative monitoring during a representative storm event • Semi-annual (instead of annual) vehicle maintenance analytical monitoring with benchmarks (if required) • Requirement to use forms provided by the Division to record qualitative monitoring results • Requirement to submit an annual monitoring summary to the DWQ Regional Office by March 1 of each year Wetlands and Stormwaler Branch 1617 Mail Service Center, Ralegh, North Carolina 27699-1617 Location: 512 N. Salisbury St. Raleigh, North Carolina 27604 Phone: 91M07-63001 FAX: 919-807-64941 Customer Service: 1-877-623-6748 7.TOne 1 � Orth Cat-O t tll a Internet: www.ncwalerquality,org �Vctttrrrtlly An Equal Opportunity 1 Affirmative Action Employer evna,l� b b"Mi Was SwSG Stormwater Services Group, LLC 8916 Oregon Inlet Court Raleigh, North Carolina 27603 Wy-109-0-Y-1-90 Ph Fax: (919) 661-8108 July 25, 2011 Mr. Bradley Bennett, PE Stormwater Permitting Unit NCDENR/ DWQ Mail Service Center 1617 Raleigh NC 27699-1617 RE: Petition to Reduce Frequency of Stormwater Discharge Analytical Monitoring Wise Recycling — Clayton NC NPDES General Permit NCG200446 Dear Mr. Bennett: We are submitting this request to reduce the frequency of analytical monitoring at the subject facility. Currently, this facility is conducting monthly monitoring per Tier Two requirements. This facility has not been able to consistently reduce some metals below the Benchmark Values (see "fable 1). While the concentrations have been lowered over the past two years, there are no additional feasible BMPs that could be implemented to reduce these metals much further. We believe this Perinittee's funds could be better spent maintaining the implemented BMPs instead of on analytical monitoring costs. BMPs currently installed include multiple haybales in the grass -lined ditch and a silt fence installed parallel to the ditch (see Figures I thru 4); samples are collected at the downstream end of this ditch. The haybales act as an oil & grease absorbent and trap sediment and metal particles. The silt fence traps sediment flowing olT the scrap yard before it reaches the ditch. The haybales are replaced every six to eight months; the old haybales are disposed in a landfill. The silt fence has not been replaced since it was installed during the first quarter of 2010, but it is maintained and repaired as needed. Other implemented BMPs include storing copper metal and scrap batteries indoors, and frequent cleaning of oil drips that occur where certain scrap items are accumulated. NCDENR/ DWQ July 25 2011 Page 2 SwSG We are requesting that this Permittee cease the monthly Tier Two monitoring effective June 30 2011 and continue with the semi-annual analytical and qualitative monitoring effective October 1 2011. if you need to discuss this petition, you may contact me or Gary Taylor at the Wise Recycling facility (phone 919-553-9009, x5) Sincerely, to wa r Services Group, LLC a Senior Project Manager Attachment. cc: G. Taylor, Wise Recycling K. Kavoda, Wise Recycling File Table 1 - Summary of Stormwater Discharge Analysis Outfall No. Date Sample Collected mo/dd/ r Total Rainfall inches 00530 00340 00556 00400 01113 01119 00980 01114 01094 Total Suspended Solids m /I Chemical Oxygen Demand m /1 Oil & Grease m pH s.u. Cadmium m /1 Copper m Iron m l Lead m l Zinc m /1 Benchmark - - 100 120 30 6.0 - 9.0 0.001 0.007 N/A 0.03 0.067 001 08/31/09 0.55" 116 178 24.7 8.03 < 0.005 0.148 1 6.14 0.209 0.641 001 11/23/09 0.63"' 93.0 76.2 31.9 8.25 < 0.005 0.113 3.67 0.135 0.349 001 01/21/10 1.30" 83.8 143 6.6 7.97 < 0.005 0.139 3.83 0.100 0.385 001 07/27/10 0.35" 50.0 168 9.4 6.18 < 0.005 0.133 1.77 0.072 0.244 001 11/26/10 0.10" 6.4 78.1 < 5.0 8.08 < 0.005 0.061 1.27 0.014 0.170 001 01/26/11 0.34" 52.4 65.3 9.8 7.59 <0.005 0.055 1.38 0.015 0.106 001 03/10/11 0.74" 40.8 74.8 6.5 7.48 < 0.005 0.056 1 1.13 0.031 0.217 001 04/22/11 0.65" 78.0 146 31.4 6.52 < 0.005 < 0.007 2.33 < 0.005 0.116 001 05/27/11 0.11" 89.5 110 14.8 6.71 < 0.005 0.009 3.12 0.006 0.267 001 06/20/11 0.41" 31.0 58.5 < 5.0 7.09 < 0.005 0.008 3.09 0.006 0.022 Figure I - Ditch - July 2011 Figure 3 - Ditch - July 2010 Sif Figure 2 - Hay Bale -July 2011 T mW I 0 f y yyA'�Ai Figure 4 - Hay Bale - October 2010 Young, Sarah From: Kathy Kalivoda [kgkalivo@wiserecycling.com] Sent: Friday, February 05, 2010 12:14 PM To: Young, Sarah Subject: Mailing address change - Wise Recycling Ms Young, It is my understanding NCDENR has an old mailing address (Po Box 28737) on file for Wise Recycling. We discontinued the post office box several years ago. Please note the new Owner Mailing Address. This mailing address change is for all Wise Recycling locations including, but limited to the below listed permits. This change is effective immediately. OWNER MAILING ADDRESS: Wise Recycling, LLC 857 Elkridge Landing Road, Suite 600 Linthicum MD 21090 410-609-9256 Tel 410-609-0226 Fax FED ID 52-2080576 PERMITS: NCG200454 — Facility Address: 4933 Brookshire Blvd, Charlotte INC (Mecklenburg County) � Facility Address: 555 Wise Road, Clayton NC (Johnston County) NCGNE0174 — Facility Address: 1617 Capital Blvd, Raleigh INC (Wake County) NCGNE0173 —Facility Address: 305 West Magnolia St, Whiteville NC (Columbus County) Give me a call if you have any questions. Sincerely, Kathy Kalivoda Wise Recycling, LLC — Corporate Office 857 Elkridge Landing Road, Suite 600 Linthicum MD 21090 410-609-9256 phone 410-609-0226fax State of North Carolina Department of Environment and Natural Resources Division of Water Quality Michael F. Easley, Governor William G. Ross Jr., Secretary Alan W. Klimek, Director February 14, 2007 Ms. Kathy Kalivoda Wise Recycling, LLC 857 Elkridge Landing Road Linthicmn, Maryland 21090 Fl.�WA NiCDEMP't NORTH CAROLINA DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES Subject: General Permit No. NCG200000 Wise Recycling, LLC COC NCG200446 Johnston County Dear Ms. Kalivoda: In accordance with your application for discharge permit received on June 9, 2006, we are forwarding herewith the subject certificate of coverage to discharge under the subject state - NPDES general permit. This permit is, issued pursuant to the requirements of North Carolina General Statute 143-215.1 and the Memorandum of Agreement between North Carolina and the US Environmental Protection agency dated May 9, 1994 (or as subsequently amended). If any parts, measurement frequencies, or sampling requirements contained in this permit are unacceptable to you, you have the right to request an individual permit by submitting an individual permit application. Unless such demand is made, this certificate of coverage shall be final and binding. Please take notice that this certificate of coverage is not transferable except after notice to the Division of Water Quality. The Division of Water Quality may require modification or revocation and reissuance of the certificate of coverage. This permit does not affect the legal requirements to obtain other permits which may be required by the Division of Water Quality or permits required by the Division of Land Resources, Coastal Area Management Act, or any other federal or local governmental permit that may be required. If you have any questions concerning this permit, please contact Ken Pickle at telephone number (919) 733-5083 ext. 584. Sincerely, O Alan W. Klimek, P. E. cc: Raleigh Regional Office DWQ Central Files Stormwater Permitting Unit Files Frtir�asranm:m 1617 Mail Service Center, Raleigh, North Carolina 27699-1617 Telephone 919-733-5083 FAX 919-733-9919 An Equal Opportunity Affirmative Action Employer 50% recycled/ 10% post -consumer paper STATE OF NORTH CAROLINA DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES DIVISION OF WATER QUALITY GENERAL PERMIT NO. NCG200000 CERTIFICATE OF COVERAGE No. NCG200446 STORMWATER DISCHARGES NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM In compliance with the provision of North Carolina General Statute 143-215.1, other lawful standards and regulations promulgated and adopted by the North Carolina Environmental Management Commission, and the Federal Water Pollution Control Act, as amended, Wise Recycling, LLC is hereby authorized to discharge stormwater from a facility located at Wise Recycling, LLC — Clayton 11 555 Wise Road Clayton, North Carolina Johnston County to receiving waters designated as unnamed tributary to Reedy Branch, a class WS-III NSW water in the Neuse River Basin in accordance with the effluent limitations, monitoring requirements, and other conditions set forth in Parts 1, II, III, IV, V, and VI of General Permit No. NCG200000 as attached. This certificate of coverage shall become effective February 14, 2007. This Certificate of Coverage shall remain in effect for the duration of the General Permit. Signed this day February 14, 2007. Alan W. Klimek, Director Division of Water Quality By Authority of the Environmental Management Commission Wise Recycling stormwater permit application Subject: Wise Recycling stormwater permit application From: Ken Pickle <ken.pickle@ncmai1.net> Date: Tue, 08 Aug 2006 12:39:11 -0400 To: Myrl Nisely <myrl.nisely@ncmail.net> Hi Myrl, I have an application for coverage under stormwater permit NCG20 from Wise Recycling. They are located south of Clayton at 555 Wise Road, formerly Exide Road. It's just barely north and east of the US70 and US70B split (the Selma/Smithfield split). Their runoff will flow to a UT to Reedy Branch, a class WS III NSW water. They report purchasing scrap metal, sorting, baling, shredding, and shipping out to their customers. We can't issue them a Certificate of Coverage, because we have not yet renewed the expired NCG20 (expired 10/05). But I'm asking anyway, does RRO have any comment on their application?) Ken 2�i4/o9 — �✓ r�aonse f�or� �� _��/dc�x� �� e I of 1 8/8/2006 12:39 PM