NCG180034_Name/Ownership Change_20200303

Alpha Environmental Management, Inc .
P. O. Box 5122
Burlington, NC 27216
Certified Mail
7017 0660 0000 8059 0571
February 27, 2020
Division of Energy, Mineral & Land Resources
1612 Mail Service Center
Raleigh, NC 27699-1612
Reference : Stormwater Permit - Name/Ownership Change - NCG180034
Stanly Fixtures Acquisition LLC
Norwood(Stanly County) ,NC
Sir:
I am submitting the following on behalf of Stanly Fixture, LLC
formerly Stanly Fixtures Acquisition, LLC.
Attached, find two (2) copies of the PERMIT NAME/OWNERSHIP CHANGE
FORM.
Very truly yours,
RECEIVED
Conrad A. Carter, Jr. , P.E . MAR 0 3 2020
cc : DENR-LAND QUALITY
Stanly Fixture, LLC STORMWATER PERMITTING
Mr. Jeffrey Russell
P. O. Box 616
Norwood, NC 28128
File: Word\StanlyFix\Stormwater\Name & Ownership Change-01-27-2020.doc

'Resume Submission Page 1 of 1
NPDES Permit Name/Ownership Change
NORTH CAROLINA Request
Environmental Quality
I. Permit Information II. Permit Status III. Requested Change Information
IV. Permit Contact Information V. Permit Facility Activities VI. Signature
I. Please enter the permit number for which the change is requested.
NPDES Stormwater Individual Permit#:
Begins with NCS
-OR-
General Permit Certificate of Coverage (COC)#: JNCG180034
Begins with NCG or NCGNE
(no exposure)
Use this link to check the permit contact information
(https://reports.ncdenr.org/BOE/OpenDocument/1703191515/CrystalReports/viewrpt.cwr?
id=25212&apsuser=BIMS_U&apspassword=b10Ms_cr%28ddnri59%
29&apsauthtype=secEnterprise&cmd=EXPORT&EXPORT_FMT=U2FPDF%3A0) that
is currently in our database.
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'Resume Submission Page 1 of 2
41,04 NPDES Permit Name/Ownership Change
Nun��.`...„ ,..,.„, Request
Environmental Quality
I. Permit Information II. Permit Status III. Requested Change Information
IV. Permit Contact Information I V. Permit Facility Activities I VI. Signature
II. Permit status prior to requested change.
a. Permit issued to:* IStanly Fixtures Acquisition, LLC
Company Name
b. Person legally responsible for permit:
First name:* Middle name: Last name:*
(Todd r I"uriee
Title: (President
Permit holder's mailing Street Address
address:* 111635 NC-138
Address Line 2
I
City State/Province/Region
(Norwood INC
Postal/Zip Code Country
I28128-7509 IUS
Phone#:* Fax#:
I704-474-3184 I
c. Facility name:* IStanly Fixtures Acquisition, LLC
https://edocs.deq.nc.gov/Forms/form/resume/167/48324 2/19/2020

.Resume Submission Page 2 of 2
d. Facility address:* Street Address
111635 NC-138
Address Line 2
City State/Province/Region
'Norwood INC
Postal/Zip Code Country
128128-7509 IUS
e. Facility contact person (prior to change, optional):
First name: Middle name: Last name:
(Conrad IA. 'Carter
Phone#: [phone]
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. 'Resume Submission Page 2 of 2
Phone#:* Email
1704-474-3184 address:*
[e-mail]
d. Faciltiy name:* IStanly Fixture, LLC
e. Facility address:* Street Address
111635 NC-138
Address Line 2
City State/Province/Region
'Norwood INC
Postal/Zip Code Country
128128-7509 IUS
Is the FACILITY contact different than the person legally responsible above?*
Q Yes
QQ No
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•Resume Submission Page 1 of 2
Al .Itt1/4,)
- NPDES Permit Name/Ownership Change
Request
I. Permit Information II. Permit Status
III. Requested Change Information IV. Permit Contact Information
V. Permit Facility Activities VI. Signature
III. Please provide the following for the requested change (revised
permit).
a. Request for changes is a ® Change in ownership of facility
result of:* Q Name Change of the facility or owner
b. Permit to be issued to:* IStanly Fixture, LLC
Company Name
c. Person to be legally responsible for permit:
First name:* Middle name: Last name:*
!Jeffrey ji:i !Russell
Title: !Vice President
Permit holder's mailing Street Address
address:* IP. O. Box 616
Address Line 2
11635 NC-138
City State/Province/Region
(Norwood INC/Stanly
Postal/Zip Code Country
128128 IUSA
hops://edocs.deq.nc.gov/Forms/foiin/resume/167/48324 2/19/2020

. Resume Submission Page 1 of 2
44.1k NPDES Permit Name/Ownership Change
Request
Envfranmenfal Qualify
I. Permit Information II. Permit Status III. Requested Change Information
IV. Permit Contact Information V. Permit Facility Activities VI. Signature
Is the PERMIT contact different than the person legally responsible above?*
Q Yes
Q No
IV. Permit contact information
(if different form the person legally responsible for the permit)
First Name:* Middle Name: Last Name:*
(Conrad Jarter
Title: 'Environmental Consultant
Mailing Address:* Street Address
11784 East Webb Avenue
Address Line 2
IP. O. Box 5122
City State/Province/Region
!Burlington INC
Postal/Zip Code Country
127217-7416 (US
Phone#:* 7047467-1310
Email Address:* [e-mail]
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, •Resume Submission Page 1 of 1
VIDIA
NPDES Permit Name/Ownership Change
onmQuality
Request
I. Permit Information II. Permit Status III. Requested Change Information
IV. Permit Contact Information V. Permit Facility Activities VI. Signature
V. Will the permitted facility continue to conduct the SAME industrial activities conducted
prior to this ownership or name change:*
f Yes
Q No
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. ' , 'Resume Submission Page 1 of 2
NPDES Permit Name/Ownership Change
NOR
NO unm M OLINA Request
I. Permit Information II. Permit Status III. Requested Change Information
IV. Permit Contact Information V. Permit Facility Activities I VI. Signature
In the case of an ownership change request, certifications must be signed by both the
permit holder prior to the change and the new applicant. For a name change request,
the signed Permittee's Certification is sufficient.
This completed application is required for both name change and/or ownership change
requests.
Legal documentation of 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.
File Upload:* Upload supporting documentation for ownership change
Upload I
Stanly Fixtures- Sale -2019.pdf... 115.02KB X
pdf only
North Carolina General Statute 143 -215.6 b (i) provides that:
Any person who knowingly makes any false statement, representation,or certification in any application,
record, report,plan,or other document filed or required to be maintained under this Article or a rule
implementing this Article; or who knowingly makes a false statement of a material fact in a rulemaking
proceeding or contested case under this Article;or who falsifies,tampers with,or knowingly renders inaccurate
any recording or monitoring device or method required to be operated or maintained under this Article or rules
of the [Environmental Management] Commission implementing this Article shall be guilty of a Class 2
misdemeanor which may include a fine not to exceed ten thousand dollars($10,000).
Permittee Certification: I attest that this application for a name and/or 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, or if all required supporting information is not included, this
application will be considered incomplete.
https://edocs.deq.nc.gov/Forms/form/resume/167/48324 2/19/2020

.;resume Submission Page 2 of 2
Permittee Signature* ��✓�/ 9n1 I s.. T000 Cud
Permit-holder prior to the ownership change, or permit-holder authorizing
the name change
Applicant Certification: I attest that this application for a name and/or 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, or if all required supporting information is not included, this
application will be considered incomplete.
Applicant Signature* ,44 , If--Taitfr�e Y YA, kvsx z k
o whom the permit is to be transferred
Will another person need to complete or sign this form before it can be submitted? No
problem! Simply CLICK the "Save as Draft" button below and send the URL link to the other party to
access the form. Questions? Call The Stormwater Program at [phone] or e-mail Annette
Lucas at annette.lucas©ncdenr.gov (mailto:annette.lucas©ncdenr.gov).
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https://edocs.deq.nc.gov/Forms/foiiii/resume/167/48324 2/19/2020

•
BILL OF SALE,ASSIGNMENT AND ASSUMPTION AGREEMENT
THIS BILL OF SALE, ASSIGNMENT AND ASSUMPTION AGREEMENT. (this
"Agreement")is made as of December 2,2019 effective at 12:01 a.m.(Effective Time),pursuant to that
certain Asset Purchase Agreement(tfie"Asset Purchase Agreement")of even date herewith,by and among
Stanly Fixtures Acquisition, LLC (the "Seller"), a North Carolina limited liability company with its
principal place of business in Stanly County,North Carolina,Toddrey R. Curlee,Boyce E. Thompson,
Jerry R. Aldridge and Wayne H. Williams (the"Seller Principals") and Stanly Fixture, LLC, a North
Carolina limited liability company(the"Purchaser").The capitalized terms used in this Agreement and not
otherwise defined herein shall have the meanings ascribed to such terms in the Asset Purchase Agreement.
WHEREAS,the purpose of this Agreement is for the Seller to sell,transfer,convey and deliver
unto Purchaser,its successors and assigns,all of Seller's right,title,and interest in and to the Assets as
defined in the Asset Purchase Agreement,the Assets being owned by the Seller and used in the operation
of the Seller's Business as defined in the Asset Purchase Agreement;and for the Purchaser to purchase the
Assets and assume only the Assumed Liabilities as defined in the Asset Purchase Agreement.
NOW,THEREFORE,in consideration of Purchaser's payment of the Purchase Price and other
good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged, Seller
hereby irrevocably assigns,sells,transfers,conveys and delivers to Purchaser,its successors and assigns,
free and clear of all Encumbrances and liabilities(including,without limitation,the Excluded Obligations
and Liabilities)other than Assumed Liabilities,and Purchaser hereby accepts from Seller,all of Seller's
right,title and interest in,to and under all of the Assets(which,for purposes of clarity,includes none of the
Excluded Assets).
1. Seller and Seller Principals,jointly and severally,represent,warrant,covenant and agree that
Seller (i) owns and holds, and is hereby selling, transferring, conveying, assigning, and
delivering to Purchaser, good and marketable title to all of the Assets free and clear of all
Encumbrances and liabilities (including, without limitation, the Excluded Obligations and
Liabilities) other than Assumed Liabilities all as more particularly set forth in the Asset
Purchase Agreement,and(ii)will warrant and defend the title to and the sate of the Assets
against all and every person or persons whomsoever claiming against any or all of the same.
2. Seller hereby assigns to Purchaser,and Purchaser hereby assumes from Seller,all WIP Jobs
(as defined in the Purchase Agreement)and all liabilities arising after the Effective Time with
regard to the assumed customer and vendor contracts identified in the Asset Purchase
Agreement, specifically excluding any obligations, liabilities, covenants, commitments and
undertakings arising out of or relating to any breach under the Contracts that occurred prior to
the Effective Time.
3. At any time and from time to time after the date hereof,at Purchaser's request and without
further consideration,Seller shall execute and deliver to Purchaser such other instruments of
sale, transfer, conveyance, assignment and confirmation, provide such materials and
information and take such other actions as Purchaser may reasonably deem necessary or
desirable in order more effectively to transfer,convey and assign to Purchaser,and to confirm
Purchaser's title to,all of the Assets,and,to the fullest extent permitted by law,to put Purchaser
in actual possession and operating control of the Assets free and clear of all Encumbrances and
liabilities(including,without limitation,the Excluded Obligations and Liabilities)and to assist
Purchaser in exercising all rights with respect thereto.
-3-
Stanly Fixtures Acquisition,LLC HOS

4. This Agreement is made pursuant to and in accordance with the Asset Purchase Agreement.
Each capitalized term used herein and not otherwise defined herein shall have the meaning
ascribed to such term in the Asset Purchase Agreement. Nothing in this Agreement is intended
to limit or affect the covenants, representations, and warranties,or other obligations of the
parties under the Asset Purchase Agreement and all such covenants, representations, and
warranties, and other obligations of the parties under the Asset Purchase Agreement are
incorporated herein (and not superseded hereby) and shall survive the delivery of this
Agreement. In the event of any conflict between this Agreement and the Asset Purchase
Agreement,the Asset Purchase Agreement shall control.
5. No person other than Seller or Purchaser,or their respective successors and assigns,shall have
any rights under this Agreement or the provisions contained herein. This Agreement may be
executed in one or more counterparts,including electronic in a form like.pdf counterparts,each
of which shall be deemed an original but all of which,taken together,shall constitute one and
the same instrument. Delivery of an executed counterpart of this Agreement via electronic in
a form like.pdf transmission shall be equally as effective as delivery of an original executed
counterpart.This Agreement shall be governed by and construed in accordance with the laws
of the State of North Carolina, without regard to the conflict of law principles of any
jurisdiction.
(signatures on following page)
-3-
Stanly Fixtures Acquisition,LLC BOS

IN WITNESS WHEREOF,the parties have executed this Agreement under seal effective as of
the date first above written.
SELLER: PURCHASER:
Stanly/Fixtures Acquisition,LLC Stanly Fixture,LLC
By: �1 C2/ cfh By:
Name: Bl a E.Thompson,M u alter Name:Don M.Russell
Title:Manager
SELLER PRINCIPALS:
By:
Nam • oddr(;y R.Curlr�e
By: _ //'_7
N o ce E.Thompson
By:
Name: erry Aldridge
By:
Name Way e H.Wi liams
[Signature Page to Bill of Sale]
-3-
Stanly Fixtures Acquisition,LLC BOS