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HomeMy WebLinkAboutNCGNE0622_COMPLETE FILE - HISTORICAL_20190503STORMWATER DIVISION CODING SHEET NCG PERMITS PERMIT NO. NCGNE U�a� DOC TYPE dHISTORICAL FILE DOC DATE ❑ �_ YYYYMMDD Division of Energy, Mineral, and Land Resources j:. ,a Land Quality Section / Stormwater Program National Pollutant Discharge Elimination System (NPDES) 1'nergy. A4ineral& PERMIT OWNER AFFILIATION DESIGNATION FORM Lnnd Resomres Eland YE soon es (Individual Legally Responsible for Permit) Use this form if there has been: FOR AGENCY USIi ONLY Date Received Year j Month I Dav NO CHANGE in facility ownership or facility name, but the individual who is legally responsible for the permit has changed. If the name of the facility has changed, or if the ownership of the facility has changed, do NOT use this form. Instead, you must fill out a Name -Ownership Change Form and submit the completed form with all required documentation. What does "legally responsible individual' mean? RE(;FIVED The person is either. MAY Q 3 2019 Q�I1hS • the responsible corporate officer (for a corporation); • the principle executive officer or ranking elected official (for a mungggpv�R(�d�cLal or other public agency); STORMWATER PERMITTING • the general partner or proprietor (for a partnership or sole proprietorship): • or, the duly authorized representative of one of the above. 1) Enter the permit number for which this change in Legally Responsible Individual ("Owner Affiliation") applies: Individual Permit (o)) Certificate of Coverage N 1, C. I S I I I N I C 'G I N I E 10 16 12 12 2) Facility Information: Facility name: Fresenius Kabi USA, LLC Company/Owner Organization: Fresenius Kabi USA, Inc. Facility address: 5200 Corporate Parkway Address Wilson. NC 27893-9412 City state zip To find the current legally responsible person associated With your permit, go to this website: littp://deg. nc. gov/about/divisions/energy-mineral-I and-resources/energy-mineral-I and -perm its/stormwatcr_prop,rtmi and run the Permit Contact Summary Report. 3) OLD OWNER AFFILIATION that should be removed: Previous legally responsible individual: Andre Grebenstein First MI Last 4) NEW OWNER AFFILIATION (legally responsible for the permit): Person legally responsible for this permit: Jeff Curl First MI Last Page I of 2 s WU-0WNERAFFIL23 Ma rch2017 NPDES Stormwater Permit OWNER AFFILATION DESIGNATION Form (if no Facility Name/Ownership Change) Plant Manager Title 5200 Corporate Parkway Mailing Address Wilson NC 27893-9412 City state Zip ( 252 ) 281-9252 jeff.curl@fresenius-kabi.com Telephone E-mail Address ( 252 ) 281-9398 Fax Number 5) Reason for this change: ❑✓ Employee or management change A•resiilt of, ❑ Inappropriate or incorrect designation before 1, ❑ Other If other plea'se exlilaih: ' The certification below must be completed and signed by the permit holder. PERMITTEE CERTIFICATION: 1 Jeff Curl , attest that this application for this change in Owner Affiliation (person legally responsible for the permit) has been reviewed and is accurate and complete to the best of my knowledge. I understand that if all required parts of this form are not completed, this change may not be processed. t& US %0-3 Signature Date PLEASE SEND THE COMPLETED FORM TO: DEMLR - Stormwater Program Dept. of Environmental Quality 1612 Mail Service Center Raleigh, North Carolina 27699-1612 For more information or staff contacts, please call (919) 707-9220 or visit the website at: http://deg.iic.gox,/about/divisions/energy-mineral-land-resources/storinwater Page 2 of 2 S WU-OWNS RAP I' 11-23 Nia r2017 AlF� Division of Energy, Mineral & Land Resources ' Land Quality Section/Stormwater Permitting NCDENR National Pollutant Discharge Elimination System PERMIT NAME/OWNERSHIP CHANGE FORM I. Please enter the permit number for which the change is requested. FOR AGENCY USE ONLY Date Received Year Month Da IN NPDES Permit (or) Certificate of Coverage N G S O N G G N E 0 6 2 2 II. Permit status prior to requested change. a. Permit issued to (company name): Fresenius Kabi USA, Inc b. Person legally responsible for permit: Tracy 1-lottovy First MI Last Director Of Operations RECEIVED "'` 5200 Corporate Parkway JUL 3 n 2010 Permit Ilolder Mailing Address Wilson NC 27893-9412 DENR-LAND QUALITY City State rip STORMWATER PERMITTING (252) 281-9250 (252) 28 1-94 12 Phone Fax c. Facilityname (discharge): Fresenius Kabi USA LLC d. Facility address: 5200 Corporate Parkway Address Wilson NC 27893-9412 City Statc Zip e. Facility contact person: Gregory M Mcguire (252) 281-9221 First / MI / Last ]'hone Ill. Please provide the following for the requested change (revised permit). a. Request for change is a result of: ❑ Change in ownership of the facility ❑ Name change of the facility or owner If other please explain: Name Change for Person Legally Responsible for the Permit b. Permit issued to (company name): Fresenius Kabi USA LLC c. Person legally responsible for permit: Andre Grebenstein First MI Last Plant Manager Title 5200 Corporate Parkway Permit Flolder Mailing Address Wilson NC 27893-9412 City State Zip (252)281-9252 Phone E-mail Address d. Facility name (discharge): ail dre. grebe nstein a,fresenius-kabi.com c. Facility address: 5200 Corporate Parkway Address Wilson NC 27893-9412 City State Zip f. Facility contact person: Gregory M Mcguire First NII Last (252) 281-9221 greg.mcguire a fre se n i it s- ka b i. co in Phone E-mail Address Revised Jan. 27, 2014 NPDES PERMIT NAME/OWNERSHIP CHANGE FORM Page 2 of 2 IV. Permit contact information (if different from the person legally responsible for the permit) Permit contact: Gregory M Maguire First MI Last Eh&S Ma Title 5200 Corporate Parkway Mailing Address Wilson NC 27893-9412 City State Zip (252) 281-9221 greg.incguire(@,fresenius-kabi.coin Phone L-mail Address V. Will the permitted facility continue to conduct the same industrial activities conducted prior to this ownership or name change? ® Yes ❑ No (please explain) VI 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. 13ERMITTEE CERTIFICATION (Permit holder prior to ownership change): I, , 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 completed and that if all required supporting information is not included, this application package will be returned as incomplete. Signature Date APPLICANT CERTIFICATION 1, Andre Grebenstein, 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 completed and that if all required supporting information is not included, this application package will be returi d- incomplete. Siena re Date PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO: Division of Energy, Mineral and Land Resources Stormwater Permitting Program 1612 Mail Service Center Raleigh, North Carolina 27699-1612 Revised Jan. 27, 2014 Energy, Mineral and Land Resources F.NVIRONMENTAL. QUALITY Mr, Tracy 1-lottovy Fresenius Kabi USA, LLC 5200 Corporate Parkway Wilson, NC 27893 Dcar Mr. 1-lottovy: P 90 PAT MCCRORY rmernnt DONALD R. VAN DER VAART .Seu'ernrr TRACY DAVIS May 13, 2016 Subject: Name/Ownership Change Request No Exposure Certification NCCNE0622 Fresenius Kabi USA, LLC Formerly BD Rx, Inc. Wilson County The Division has reviewed your submittal of the permit name/ownership change form for the subject No -Exposure Certification. Division personnel have reviewed and approved your request to transfer the exclusion from NPDIS stormwater permitting requirements. Plcase note that by our original acceptance of the No -Exposure Certification and by our approval of your request to transfer it, you are obligated to maintain no -exposure conditions at your facility. If conditions change such that your facility can no longer qualify for the no - exposure exclusion, you are obligated to immediately obtain NPDES permit coverage for Your stormwater discharge. Otherwise, the discharge becomes subject to enforcement as an un-permitted discharge. Annual re -certification is required, and we have enclosed one blank Annual No Exposure Exclusion Self Re -Certification form for your use. Your certification of no exposure does not affect your facility's legal requirements to obtain environmental permits that may be required under other federal, state, or local regulations or ordinances. Z If you have any questions or need further information, please contact the Stormwatc17 Permitting Program at (919) 807-6300. cc: Raleigh Regional Office Stormwater Permitting Pile 0. Sincerely, d ORIGINAL SIGNED M KEN PICKL T for (racy I Davis, .F., CPM, Director Division of Energy, Mineral and Lt`_nd d State of North Carolina I Environmental Quality I Energp, Mineral and Land Resources 1612 Mail Service Center 1512 North Salisbury Street l Rnlcigh, Nonh Carolina 27699.1612 919 707 9220 "r ARA Division of Water Quality /Surface Water Protection NCDENRNational Pollutant Discharge Elimination System a""`"°"'°"'"'ME`KT OF cf PERMIT NAME/OWNERSHIP CHANGE FORM Envinpnucrvr.wo Nmu FOR AGENCY USE ONLY Date Received Year Month I Day Please enter the permit number for which the change is requested. NPDES Permit (or) Certificate of Coverage N G S O Cj ,Cr, N I E T 0 1 6 1 2 1 2 Permit status prior to requested change. a. Permit issued to (company name): Becton Dickinson Medical b. Person legally responsible for permit: Tracy Hottovy First MI Last Director of Operations Tide 5200 Corporate Parkway Permit Holder Mailing Address Wilson NC 27893 City State 'Zip (252) 281-9200 (252) 281-9412 Phone Fax c. Facility name (discharge): BD Medical d. Facility address: 5200 Corporate Parkway Address Wilson NC 27893 City State Zip e. Facility contact person: Gregory M McGuire (252) 281-9221 First / MI / Last Phonc III. Please provide the following for the requested change (revised permit). a. Request for change is a result of: ❑ Change in ownership of the facility ® Name change of the facility or owner !J'other please esplcrin: BD Rx Inc. is a wholly owned subsidiary of Becton, Dickinson & Co. b. Permit issued to (company name): BD Rs Inc. c. Person legally responsible for permit: FF3�4eL013 d. 4-aci ify name (discharge): e. Facility address: f. Facility contact person: First MI Last Director Title 5200 Corporate Parkway Permit Holder Mailing Address Wilson NC 27893 City State Zip (252) 281-9200 Tracy houovy@bd.com Phone E-mail Address BD Rx Inc. 5200 Corporate Parkway Address Wilson NC 27893 City State Zip Greeory M McGuire First MI Last (252) 281-9221 gmcguire@bd.com Revised 2012Ap23 Phone E-mail Address ti NPDES PERMIT NAME/OWNERSHIP CHANGE FORM Page 2 of 2 IV. Permit contact information (if different from the person legally responsible for the permit) Permit contact: Gregory M McGuire First MI Last EHRS Coordinator, Engineering Title 5200 Corporate Parkway Mailing Address Wilson NC 27893 City State Zip - (252) 281-9221 gmcguire a brixom Phone E-mail Address V. Will the permitted facility continue to conduct the same industrial activities conducted prior to this ownership or name change? ® Yes ❑ No (please explain) VI 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. Fora name change request, the signed Applicant's Certification is sufficient. PERMITTEE CERTIFICATION (Permit holder prior to ownership change): 1, Tracy Hottow, attest that this application for a name/ownership change has been reviewed and is accurate and complete to the best of my knowledge. 1 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. Signatly e APPLICANT CERTIFICATION 07 Dec 2012 Date 1, Tracy Hottow, 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 completed and that if all required supporting information is not included, this application package will be returned as incomplete. Signature 07 Dec 2012 Date PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO: Division of Water Quality Surface Water Protection Section 1617 Mail Service Center Raleigh, North Carolina 27699-1617 Revised 712008 6 ` /' �r VIFJ NCDENR North Carolina Department of Environment and Natural Resources Division of Water Quality Beverly Eaves Perdue Coleen H. Sullins Governor Director October 12, 2010 Mr. Greg McGuire BD Medical 5200 Wilson Corporate Park Wilson, NC 27893 Subject: No -Exposure Inspection for Potential Certification NCGNE0622 BD Medical Wilson County Dear Mr. McGuire: Dee Freeman Secretary Thank you for the thorough tour and detailed observations we made on 10/08/10 around the new BD Medical plant. The facility is not yet in production and there are still a few contractors present with equipment and storage facilities on the grounds. A separate chemical storage building has a poured concrete foundation, but is not yet finished. For these reasons, no decision will be made at this time regarding whether to issue a No Exposure certification for the facility. There were topics we discussed for which you intend to take further action to assure No Exposure conditions. See the attached inspection report Summary for these. Please contact me for another inspection once the exterior is considered complete and production has been underway for a at least a month. If you have any questions or comments, please call or email me. Sincerely, Y1\ a 9 rIAisely cc: Raleigh Regional Office files Stormwater Permitting Unit No -Exposure Files North Carolina Division of Water Quality 1628 Mail Service Center Raleigh, NC 27699-1628 Phone (919) 791-4200 Customer Service Internet: w .ncwateroualitv.oro Location: 3800 Barrett Drive Raleigh, NC 27609 Fax (919) 788-7159 1-877-623-6748 An Equal Opportunity/Affirmative Action Employer— 50% Recycled/10% Post Consumer Paper nrOnehCarolina N11tura!/y Permit: NCGNE0622 Effective: SOC: Effective: County: Wilson Region: Raleigh Contact Person: Greg McGuire Directions to Facility: System Classifications: Primary ORC: Secondary ORC(s): On -Site Representative(s): Related Permits: Inspection Date: 10/08/2010 Primary Inspector: Myrl Nisely Secondary Inspector(s): Compliance Inspection Report Expiration: Owner: Becton Dickinson Medical Expiration: Facility: BD Medical 5200 Wilson Corporate Park Title: Entry Time: 09:35 AM Wilson NC 27893 Phone: 252-991-1211 Certification: Exit Time: 11:15 AM Phone: Phone: 919-791-4200 Reason for Inspection: Routine Inspection Type: Reconnaissance Permit Inspection Type: Stormwater Discharge, No Exposure Certificate Facility Status: ❑ Compliant ■ Not Compliant Question Areas: 0 Miscellaneous Questions (See attachment summary) Paget r Permit: NCGNE0622 Owner - Facility: Becton Dickinson Medical Inspection Date: 10/08/2010 Inspection Type: Reconnaissance Reason for Visit: Routine Inspection Summary: This inspection was a follow-up to the one on 8/17/2009. It was anticipated that the facility would be completed and be in pharmaceutical production. However, recent problems with water quality used in production are delaying startup, and the construction of a separate chemical storage building is yet to be completed. About 50 contractors are still onsite with their storage bins, etc., so no decision on the No Exposure request is being made at this time. Another inspection will be made once all of the above "unfinished business" is cleared up and the site is in its final configuration. Host Greg McGuire took copious notes on topics to be handled: the yard on the east side has at least three 4" PVC vertical pipes open to rainwater. It is not clear what these do, and they will be removed if not serving clear purposes. If they are to stay, they need to be capped, probably with a PVC screw -on lid. The chemical storage building is served by a concrete ramp that has a significant watershed adding to the total surface. We discussed spill response on that ramp (have a spill kit near by) and possible ways to handle rainwater at the toe of the ramp. More engineering thought will be given to making sure the chemical storage area meets No Exposure expectations. An inventory of 55 gallon drums, either empty or full but not partially full, will accumulate against the east wall of the facility. Empties should have tightened bungs and be turned upside down to avoid storwmater accumulation around the bung. This inventory needs to be controlled to minimize the number of drums. Plans are for carboys of glycols to be stored inside the building. Another site visit will be made next spring once all contractors have departed, the chemical building is in place, and the factory is in production. Mr. McGuire will contact Myrl Nisely at that time. Page: 2 Energy. Mineral and Land Resources ENVIRONMENTAL OIIALRV Mr. Tracy I-Iottovy Fresenius Kabi USA, LLC 5200 Corporate Parkway Wilson, NC 27893 Dear Mr. Hottovy: PAT MCCRORY DONALD R. VAN DER VAART Secrel rl TRACY DAVIS May 13, 2016 0 Subject: Name/Ownership Change Request No Exposure Certification NCGNE0622 Fresenius Kabi USA, LLC Formerly 13D Rx, Inc. Wilson County The Division has reviewed your submittal of the permit name/ownership change form for the subject No -Exposure Certification. Division personnel have reviewed and approved your request to transfer the exclusion from NPDES stormwater permitting requirements. Please note that by our original acceptance of the No -Exposure Certification and by our approval of your request to transfer it, you are obligated to maintain no -exposure conditions at your facility. If conditions change such that your facility can no longer qualify for the no - exposure exclusion, you are obligated to immediately obtain NPDES permit coverage for Your stormwater discharge. Otherwise, the discharge becomes subject to enforcement as an un-permitted discharge. Annual re -certification is required, and we have enclosed one blank Annual No Exposure Exclusion Self Re -Certification form for your use. Your certification of no exposure does not affect your facility's legal requirements to obtain environmental permits that may be required under other federal, state, or local regulations or ordinances. If you have any questions or need further information, please contact the Stormwater Permitting Program at (919) 807-6300. Sincerely, X!��J /21z, for Tracy E. Davis, P.E., CAM, Director Division of Energy, Mineral and Land cc: Raleigh Regional Office Stormwater Permitting File Seale of Noah Carolina) I Hrvirmmncnlal Qualily I Energy, Mineral and Land Resonrws 1612 Moil Service Center I ? 12 Nonh Sahsbury Slreel I Raleigh, North Carolina 27699-1612 919 707 9220 'r Alexander, Laura From: Bennett, Bradley Sent: Monday, May 09, 2016 10:21 AM To: Alexander, Laura Subject: FW: NPDES No Exposure Permit #0622 Here is the final name for the owner/name change I just emailed about. ;77 Bradley Bennett Stormwater Permitting Program Phone: (919) 807-6378 NC Division of Energy, Mineral and Land Resources Fax: (919) 807-6494 1612 Mail Service Center Email: bradley.ben nelt(rincdenr.gov Raleigh, NC 27699-1612 Web: http://portal.ncdenr.org/web/Ir/storrnwater Email correspondence to and from this address may be subject to public records laws From: gregory.mcguire@fresenius-kabi.com [mailto:gregory.mcguire@fresenius-kabi.com] Sent: Monday, May 09, 2016 10:18 AM To: Bennett, Bradley <bradley, ben nett @ncdenr.gov> Subject: NPDES No Exposure Permit #0622 Per your suggestion I am notifying you about the recent name change that occurred at our facility on May 2nd, 2016. Please be reminded that I originally submitted a Change of Ownership Request form on or around 19 February 2016 to notify you of a site ownership change - BD Rx Inc. to Fresenius Kabi USA, LLC. The interim name for our site during this transition was Fresenius Kabi Rx Inc. I am notifying you again because the interim site name is changing from Fresenius_Kabi Rx to Fresenius Kabi USA, LLC. So the owner: and operator of the site is nowlFresenius Kabi USA, LLC. Please notify me if you have any questions. Kind Regards, Greg McGuire EH&S Coordinator NC®ENR �a�a Ery Nawti Rcxuacn 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 Received Year Month I Da Please enter the permit number for which the change is requested. NPDGS Permit (or) Certificate of Coverage N C S 0 Permit status prior to requested change. a. Permit issued to (company name): b. Person legally responsible for permit: c. Facility name (discharge): d. Facility address: N C G N BD Rx Inc. Tracy Nottovy First MI Last Director Of Operations Title 5200 Corporate Parkway Permit Bolder Mailing Address Wilson NC 27893 City State "Gip (252) 28 1-9250 (252)281-9412 Phone Fax BD Rx Inc. 5200 Corporate Parkwav Address Wilson NC 27893 City State Zip e. Facility contact person: Gregory M Mcguire (252) 281-9221 First / MI / Last Phone III. Please provide the following for the requested change (revised permit). a. Request for change is a result of: ® Change in ownership of the facility ❑ Name change of the facility or owner If other please explain: b. Permit issued to (company name): c. Person legally responsible for permit RECEIV'EL) FEB 25 2016 ✓ DENR-LAND QUALITY STORmWAl`ER PERIr1lVW d. Facility name (discharge): e. Facility address: f. Facility contact person: Fesbnius Kabi USA, Inc. ett)CAI Tracy ' Nottovy First Ml Last Plant Mai Title 5200 Corporate Parkway Permit Holder Mailing Address Wilson NC 27893 City State "Gip (252) 281-9250 tracy.hottovv a,fresenius-kabi.cotn Phone L- mail Address Fresenius Kabi Rx. Inc. 5200 Corporate Parkway Address Wilson NC 27893 City State 'Lip Gregory M Mcguire First MI Last (252) 281-9221 gmcguire a,bd.com 46 Revised Jan. 27, 2014 NPDES PERMIT NAME/OWNERSHIP CHANGE FORM Page 2 of 2 Phone E-mail Address IV. Permit contact information (if different from the person legally responsible for the permit) Permit contact: Gregory Mcguire First MI Last Eh&S Coordinator Title 5200 Corporate Parkway Mailing Address Wilson NC 27893 City State "Lip (252) 281-9221 gmcguire n,bd.com Phone Email Address V. Will the permitted facility continue to conduct the same industrial activities conducted prior to this ownership or name change? ® Yes ❑ No (please explain) V I. Required Items: TI4IS 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): 1, Tracy Hottovy, 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 completed and that if all required supporting information is not included, this application package will be returned as incomplete. ignature Date APPLICANT CERTIFICATION 1, Tracy Hottovy, 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 regitired.`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. S ignature Date PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO: Division of Energy, Mineral and Land Resources Stormwater Permitting Program 1612 Mail Service Center Raleigh, North Carolina 27699-1612 Revised Jan. 27, 2014 RC- CErvE0 M R STOCK AND ASSET PURCHASE AGREEMENT 03 2016 Sim€ U p? '� QUg11l), THIS STOCK AND ASSET PURCHASE AGREEMENT (this "Agreement') is dated a"s14l3rjti,G of December 30, 2015, by and between FRESENIUS KABI USA, INC., a Delaware corporation ("Purchaser"), and BECTON, DICKINSON AND COMPANY, a company incorporated in New Jersey ("Seller"). The capitalized terms used in this Agreement are defined in Exhibit A hereto, unless otherwise defined herein. RECITALS WHEREAS, Seller is the owner of all of the issued and outstanding shares of BD Rx Inc., a Delaware corporation ("Platform Sub"); WHEREAS, Seller and those Subsidiaries of Seller set forth on Schedule I hereto (collectively, the "BD Subsidiaries" and, together with Seller, the "Sellin ,, P�") and Platform Sub are engaged in, among other things, the Business; and WHEREAS, Purchaser desires to purchase and acquire from the Selling Parties, and the Selling Parties desire to sell and provide to Purchaser, all of the outstanding shares of Platform Sub, and certain other assets and rights of the Selling Parties used in the Business, on the terms and conditions set forth herein. NOW, THEREFORE, in consideration of the foregoing recitals and the mutual representations, warranties, covenants and promises contained herein, the adequacy and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: ARTICLE 1 Ti-IE TRANSACTION AGREEMENT 1.1 Purchased Assets. Subject to the terms and conditions of this Agreement, the Selling Parties shall sell, transfer, convey, assign and deliver to Purchaser, and Purchaser shall purchase and acquire from the Selling Parties, all of their respective right, title and interest in, to and tinder the following (collectively, the "Purchased Assets"): (a) Platform Sub. All of the outstanding capital stock of Platform Sub (collectively, the "Platform Sub Shares"), which shall be acquired at the Closing by Purchaser; (b) Contracts. The Contracts identified on Schedule 1.1(b) and any other Contracts exclusively related to the Business entered into by the Selling Parties prior to the Closing in compliance with Section 6.1 (collectively, the "Assigned Contracts" and together with the Pre -Closing Contributed Contracts and all Contracts to which Platform Sub is a party as of the Closing, the "Seller Contracts"); (c) Intellectual Property. The Business Intellectual Property; and 53118669_30 SHARE TRANSFER FORM AND STOCK POWER January 7 , 2016 FOR VALUE RECEIVED, BECTON, DICKINSON AND COMPANY, a New Jersey corporation (the "Assignor'), does hereby sell, assign and transfer unto FRESENIUS KABI USA, INC., a Delaware corporation, one thousand (1,000) shares of common stock, par value **** $0.001 per share, of BD RX, INC., a Delaware corporation (the "Company"), standing in the name of the Assignor on the books of the Company represented by Certificate No. 2, and the undersigned does hereby irrevocably constitute and appoint the secretary of the Company as attorney to transfer the said stock on the books of the Company, with full power of substitution. "Assignor" BECTON, DICKINSON AND O PANY By: �1C�Vv Name: Thomas Polen Title: Executive Vice President and President, Medical Segment Schedule 4.16(a) Real Property Real property located at 5200 Corporate Parkway, Wilson, North Carolina, owned by BID Rx Inc. and acquired on August 7, 2013, as recorded in the Wilson County Registry, Book 2544, page 678. 69 111 KABIENIUS Fresenius Kabi USA, LLC 5200 Corporate Parkway Wilson, North Caroline 27893 Skokie, Illinois 60077 T 252-281-9200 NCDEQ Division of Energy, Mineral & Land Resources Stormwater Permitting Program 512 North Salisbury Street - Archdale Building Raleigh, N.C. 27604 Attn: Bradley Bennet SUBJECT: Change of Ownership Application for Certificate NCGNE0622 Dear Mr. Bennet; Enclosed is a check for $2S.00 (Check #804515) made payable to the NCDENR (hope that is okay) and a letter that was mailed out to all our business partners on January 8th alerting them of the transition from BD Rx to Fresenius Kabi. Sincerely, Greg McGuire EH&S Coordinator MQjr 0 2 2016 KABIENIUS 'caring for life January 8, 2016 Dear Valued Business Partner: ®BD Helping all people live healthy lives We are pleased to announce that Fresenius Kabi USA has acquired the U.S. BD Rx business from Becton Dickinson. This includes all prefilled injectables marketed under the SimplistTm brand. While we are announcing the completion of the transaction, there will be a transition period to help ensure a seamless transition for you and our customers. What does this mean to you? At this time, it is business as usual and there will be no changes to the current processes for issuance and acknowledgement of purchase orders, receipt of material and services, and invoicing and accounts receivable processing. Your contacts at BD Rx will remain the same, and, most important, we will remain focused on producing and delivering the highest -quality products our customers have come to expect from us. Fresenius Kabi will continue to honor all existing orders and agreements with the current terms and conditions unchanged. At this time, there will be no changes to existing invoicing and shipping addresses reflected on purchasing documents or payment terms, methods, tax ID or currency. • We will communicate any future changes as they are introduced. If you have any questions, please reach out to your current supplier -relations representative. We look forward to working with you and appreciate your support during the transition period. Sincerely, Scott Meacham President, Pharmaceuticals Fresenius Kabi USA Eric Borin President and CEO BD Rx 4 NC®ENR North Carolina Department of Environment and Natural Resources Beverly Eaves Perdue Governor Mr. Greg McGuire BD Medical 5200 Wilson Corporate Park Wilson, NC 27893 Dear Mr. McGuire: Division of Water Quality Coleen H. Sullins Director May 6, 2011 Dee Freeman Secretary Subject: No Exposure Compliance Evaluation Inspection Granting Certification No. NCGNE0622 BD Medical Wilson County The Division has reviewed your submittal of the No -Exposure Certification for Exclusion from NI'DES Stormwater Permitting form and made a site visit on May 4, 2011 to assess the potential for stormwater pollution. The tour you provided of the recently completed facility was appreciated. Based on those observations and your submittal and signed certification of no exposure at the above referenced facility, the Division is granting your conditional exclusion from permitting as provided for under 40 CFR 126.22(g), which is incorporated by reference in North Carolina regulations. Your facility was protective of stormwater quality. By our acceptance of your no -exposure certification, you are obligated to maintain no exposure conditions at your facility. If conditions change such that your facility can no longer qualify for a no exposure exclusion, you are obligated to immediately obtain NPDES permit coverage for your stormwater discharge. Otherwise, the discharge becomes subject to enforcement as an unpermitted discharge subject to civil penalties of up to $25,000 per day. Your conditional no exposure exclusion extends into the future without a need for renewal. However, the Division can make unannounced random inspections to verify conditions, and will rescind this certification if conditions warrant. You are to make an annual verification that conditions continue to warrant this exemption by completing the attached self -certification form. Please file the completed form(s) for a five year retention period at your location to be able to display them during a future inspection by this office. Your conditional exclusion from permitting does not affect your facility's legal requirements to obtain environmental permits that may be required under other federal, state, or local regulations or ordinances. North Carolina Division of Water Quality 1628 Mail Service Center Raleigh, NC 27699-1628 Phone (919) 791-4200 Internet: www.ncwatereualitv.oro Location: 3800 Barrett Drive Raleigh, NC 27609 Fax (919) 788-7159 An Equal Opportunity/Affirmative Action Employer— 50% Recycled/10°/ Post Consumer Paper NOne oPhCarolina Jl aturrrll� Customer service 1-877-623-6748 If you have any questions or need further information, please contact Myrt Nisely at (919) 791-4200 or at myrl.nisely a ncdenr.gov. j Sin erely, -/el for Colee -L Sullins cc: Raleigh Regional Office files Stormwater Permitting Unit No -Exposure Files Compliance Inspection Report Permit: NCGNE0622 Effective: Expiration: Owner: Becton Dickinson Medical SOC: Effective: Expiration: Facility: BD Medical County: Wilson 5200 Wilson Corporate Park Region: Raleigh Wilson NC 27893 Contact Person: Greg McGuire Title: Phone: 252-991-1211 Directions to Facility: System Classifications: Primary ORC: Certification: Phone: Secondary ORC(s): On -Site Representative(s): Related Permits: Inspection Date: 05104/2011 Entry Time: 09:15 AM Exit Time: 10:20 AM Primary Inspector: Myrl Nisely Phone: 919-791-4200 Secondary Inspector(s): Reason for Inspection: Follow-up Inspection Type: Compliance Evaluation Permit Inspection Type: Stormwater Discharge, No Exposure Certificate Facility Status: ■ Compliant ❑ Not Compliant Question Areas: 0 Miscellaneous Questions (See attachment summary) Page: 1 Permit: NCGNE0622 Owner - Facility: Becton Dickinson Medical Inspection Date: 05/04/2011 Inspection Type: Compliance Evaluation Reason for Visit: Follow-up Inspection Summary: This inspection was a follow-up to the one on 10/8/2010 when construction was not quite finished. Production of trial batches is underway, fully within the building. Construction of the chemical storage facility at the rear of the complex has been completed. Measures have been taken to store boiler water treatment chemicals out of the rain and to withdraw contents only while inside the building. Refueling of two generators is done inside protective buildings. This site is completely free of potential pollutants and can be granted a No Exposure certification. Page:2 North Carolina Beverly Eaves Perdue Governor Mr. Greg McGuire BD Medical 5200 Wilson Corporate Park Wilson, NC 27893 Dear Mr. McGuire: AZD- EfNR Department of Environment and Division of Water Quality Coleen H. Sullins Director May 6, 2011 RMUN 1NW Dee Freeman Secretary Subject: No Exposure Compliance Evaluation Inspection Granting Certification No. NCGNE0622 BD Medical Wilson County The Division has reviewed your submittal of the No -Exposure Certification for Exclusion from NPDES Stormwater Permitting form and made a site visit on May 4, 2011 to assess the potential for stormwater pollution. The tour you provided of the recently completed facility was appreciated. Based on those observations and your submittal and signed certification of no exposure at the above referenced facility, the Division is granting your conditional exclusion from permitting as provided for under 40 CFR 126.22(g), which is incorporated by reference in North Carolina regulations. Your facility was protective of stormwater quality. By our acceptance of your no -exposure certification, you are obligated to maintain no exposure conditions at your facility. If conditions change such that your facility can no longer qualify for a no exposure exclusion, you are obligated to immediately obtain NPDES permit coverage for your stormwater discharge. Otherwise, the discharge becomes subject to enforcement as an unpermitted discharge subject to civil penalties of up to $25,000 per day. Your conditional no exposure exclusion extends into the future without a need for renewal. However, the Division can make unannounced random inspections to verify conditions, and will rescind this certification if conditions warrant. You are to make an annual verification that conditions continue to warrant this exemption by completing the attached self -certification form. Please file the completed form(s) for a five year retention period at your location to be able to display them during a future inspection by this office. Your conditional exclusion from permitting does not affect your facility's legal requirements to obtain environmental permits that may be required under other federal, state, or local regulations or ordinances. North Carolina Division of Water Quality 1628 Mail Service Center Raleigh, NC 27699-1628 Phone (919) 791-4200 Internet: w ncwatereualitv.ora Location: 3800 Barrett Drive Raleigh, NC 27609 Fax (919) 788-7159 An Equal Opportunity/Affirmative Action Employer- 50 % Recycled/10% Post Consumer Paper None phCarolina �l aturall� Customer Service 1-877-623-6748 If you have any questions or need further information, please contact Mvrl Nisely at (919) 791-4200 or at ntyrl.nisely@ncdenr.gov. Sin crely, for Colee Sullins cc`Raleigh.Regional Office files-) Stormwater Permitting Unit No -Exposure Files Permit: NCGNE0622 SOC: County: Wilson Region: Raleigh Compliance Inspection Report Effective: Expiration: Owner: Becton Dickinson Medical Effective: Expiration: Facility: BD Medical 5200 Wilson Corporate Park Contact Person: Greg McGuire Directions to Facility: System Classifications: Primary ORC: Secondary ORC(s): On -Site Representative(s): Related Permits: Inspection Date: 05/0412011 Primary Inspector: Myrl Nisely Secondary Inspector(s): Title: Entry Time: 09:15 AM Wilson NC 27893 Phone:252-991-1211 Certification: Exit Time: 10:20 AM Phone: Phone:919-791-4200 Reason for Inspection: Follow-up Inspection Type: Compliance Evaluation Permit Inspection Type: Stormwater Discharge, No Exposure Certificate Facility Status: ■ Compliant 0 Not Compliant Question Areas: 0 Miscellaneous Questions (See attachment summary) Page:1 Permit: NCGNE0622 Owner - Facility: Becton Dickinson Medical Inspection Date: 05/04/2011 Inspection Type: Compliance Evaluation Reason for Visit: Follow-up Inspection Summary: This inspection was a follow-up to the one on 10/8/2010 when construction was not quite finished. Production of trial batches is underway, fully within the building. Construction of the chemical storage facility at the rear of the complex has been completed. Measures have been taken to store boiler water treatment chemicals out of the rain and to withdraw contents only while inside the building. Refueling of two generators is done inside protective buildings. This site is completely free of potential pollutants and can be granted a No Exposure certification. Page:2 x _AA mail 31 NCDENR North Carolina Department of Environment and Natural Resources Division of Water Quality Beverly Eaves Perdue Coleen H. Sullins Governor Director October 12, 2010 Mr. Greg McGuire BD Medical 5200 Wilson Corporate Park Wilson, NC 27893 Subject: No -Exposure Inspection for Potential Certification NCGNE0622 BD Medical Wilson County Dear Mr. McGuire: Dee Freeman Secretary Thank you for the thorough tour and detailed observations we made on 10/08/10 around the new BD Medical plant. The facility is not yet in production and there are still a few contractors present with equipment and storage facilities on the grounds. A separate chemical storage building has a poured concrete foundation, but is not yet finished. For these reasons, no decision will be made at this time regarding whether to issue a No Exposure certification for the facility. There were topics we discussed for which you intend to take further action to assure No Exposure conditions. See the attached inspection report Summary for these. Please contact me for another inspection once the exterior is considered complete and production has been underway for a at least a month. If you have any questions or comments, please call or email me. Sincerely, YOL A�j Nlsely cc: Raleigh Regional Office files Stormwater Permitting Unit No -Exposure Files North Carolina Division of Water Quality 1628 Mail Service Center Raleigh, NC 27699-1628 Phone (919) 7914200 Customer Service Internet: w .ncvvaterouality.org Location: 3800 Barrett Drive Raleigh, NC 27609 Fax (919) 788-7159 1-877-623-6748 An Equal Opportunity/Affirmative Action Employer— 50 % Recycled/10% Post Consumer Paper North No hCarolina AIMA611111y Compliance Inspection Report Permit: NCGNE0622 Effective: Expiration: Owner: Becton Dickinson Medical SOC: Effective: Expiration: Facility: BD Medical County: Wilson 5200 Wilson Corporate Park Region: Raleigh Wilson NC 27893 Contact Person: Greg McGuire Title: Phone: 252-991-1211 Directions to Facility: System Classifications: Primary ORC: Certification: Phone: Secondary ORC(s): On -Site Representative(s): Related Permits: Inspection Date: 10/0812010 Entry Time: 09:35 AM Exit Time: 11:15 AM Primary Inspector: Myrl Nisely Phone: 919-791-4200 Secondary Inspector(s): Reason for Inspection: Routine Inspection Type: Reconnaissance Permit Inspection Type: Stormwater Discharge, No Exposure Certificate Facility Status: ❑ Compliant ■ Not Compliant Question Areas: M Miscellaneous Questions (See attachment summary) Page:1 I Permit: NCGNE0622 Owner - Facility: Becton Dickinson Medical i Inspection Date: 1010812010 Inspection Type: Reconnaissance Reason for Visit: Routine Inspection Summary: i This inspection was a follow-up to the one on 8/17/2009. It was anticipated that the facility would be completed and be in pharmaceutical production. However, recent problems with water quality used in production are delaying startup, and the construction of a separate chemical storage building is yet to be completed. About 50 contractors are still onsite with their storage bins, etc., so no decision on the No Exposure request is being made at this time. Another inspection will be made once all of the above "unfinished business" is cleared up and the site is in its final configuration. I Host Greg McGuire took copious notes on topics to be handled: the yard on the east side has at least three 4" PVC vertical pipes open to rainwater. It is not clear what these do, and they will be removed if not serving clear purposes. If !they are to stay, they need to be capped, probably with a PVC screw -on lid. 'The chemical storage building is served by a concrete ramp that has a significant watershed adding to the total surface. 'We discussed spill response on that ramp (have a spill kit near by) and possible ways to handle rainwater at the toe of the ramp. More engineering thought will be given to making sure the chemical storage area meets No Exposure expectations. An inventory of 55 gallon drums, either empty or full but not partially full, will accumulate against the east wall of the facility. Empties should have tightened bungs and be turned upside down to avoid storwmater accumulation around the bung. This inventory needs to be controlled to minimize the number of drums. Plans are for carboys of glycols to be stored inside the building. Another site visit will be made next spring once all contractors have departed, the chemical building is in place, and the factory is in production. Mr. McGuire will contact Myrl Nisely at that time. Page: 2