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HomeMy WebLinkAboutNCG180073_Name Owner Change Form and Supporting Docs_20221205RTP ENVIRONMENTAL ASSOCIATES, INC. AIR • WATER • SOLID WASTE CONSULTANTS 2123 Old Sportonburg Rood #288 Greer, South Corolino 29650 (rtpsc@rtpenv.com) November 28, 2022 Ms. Brittany Cook NC Division of Energy, Mineral, and Land Resources Stormwater Permitting Program 1612 Mail Service Center Raleigh, NC 27699-1612 Subject: Classic Leather, Inc./Change in Ownership Dear Ms. Cook: (864)848-1303 ;`r o 5 2022 This letter is to notify you that Century Furniture, LLC is purchasing the Classic Leather, Inc. furniture manufacturing operations located at 309 Simpson Street, Conover, North Carolina 28613. The new legal corporate/owner name and address are as follows; Century Furniture, LLC Plant # 12 309 Simpson Street Conover, North Carolina 28613 Thus, on behalf of Century Furniture, LLC, we are submitting the attached NPDES Permit Name/Ownership Change Form for Classic Leather, Inc. which reflects the proposed ownership/name change. The new contact names and addresses are included in the form. If you have any questions, please call me at (704) 996-1510 or Rhonda Nichols of Rock House Farm Family of Brands at (828) 326-8628. Very truly yours, RTP Environmental Associates, Inc. aa*C76 n A, Z—o James H. Laughlin, III Principal Attachment A: NPDES Permit Name/Ownership Change Form ATTACHMENT A NPDES PERMIT NAME/OWNERSHIP CHANGE FORM STATI b0 ., l .1- J `s NORTH CAROLINA Enyrronmenral Quality NC DEPARTMENT OF ENVIRONMENTAL QUALITY DIVISION OF Energy, Mineral, and Land Resources 052022 STORMWATER PROGRAM NPDES STORMWATER PERMIT NAME/OWNERSHIP CHANGE FORM CURRENT PERMIT INFORMATION: Permit Number: NCS����_� or 1. Facility Name (prior to change): Classic Leather, NEW OWNER/NAME INFORMATION: 2. This request for a name change is a result of: X a. Change in ownership of property/company b. Name change only (Facility and/or Company) NCG_ Ij 8j���3_ c. Other (please explain): (for example, facility address update. Include additional attachments if necessary.) 3. New owner's name (name to be put on permit as Permittee): Furniture, LLC 4. New owner's or signing official's name and title: Brandon M. Hucks (Person legally responsible for permit) Senior Vice President/CFO (Title) 5. Mailing address: P.O. Box 608 City: State: NC_ Zip Code: 28603 Phone: ( E-mail address: 6. New facility name (if applicable): Century Furniture, LLC Plant #12 7. Effective date of transfer or name change: November 30, f oft ra �North Carolina Department of Environmental Quality I Division of Energy, Mineral and land Resources 512 North Salisbury Street 11612 Mail Service Center I Raleigh, North Carolina 27699-1612 919.707.9200 NPDES Stormwater Permit Name/Ownership Change Page 2 of 2 III. PERMIT AND FACILITY CONTACT INFORMATION 8. New permit contact's name and title: Dennis Tart (Permit Contact) Environmental Engineer 9. Mailing address: P.O. Box 608 State: NC Zip Code: 28603 E-mail address: dennistart@centuryfurniture.com (Title) City: Hickory Phone:( 828 ) 326-8376 10. New facility contact's name and title: Dennis Tart (Facility Contact) Environmental Engineer 11. Mailing address: P.O. Box 608 State: NC Zip Code: 28603 E-mail address: dennistart@centuryfurniture.com 12. New billing contact's name: Dennis Tart (Title) City: Hickory Phone:( 828 ) 326-8376 (Billing Contact) 13. Mailing address: P.O. Box 608 City: Hickory State: NC Zip Code: 28603 Phone: ( 828 ) 326-8376 E-mail address: dennistart@centuryfurniture.com IV. FACILITY ACTIVITIES AND DISCHARGE INFORMATION 1. Will industrial activities at the facility remain the same asunder the previous owner? Yes 1K No 2. Will the stormwater discharge location(s) remain the same? Yes O No 0 NOTE: if either of these questions is answered "No," then more information is needed to review the request. Please attach documentation to describe and explain the changes to the facility activities, stormwater discharges, and/or outfall location. Depending on the information provided, the Division may require that the new owner file a new permit application. Last Revised 3/13/2022 NPDES Stormwater Permit Name/Ownership Change Page 2 of 2 THIS APPLICATION PACKAGE WILL NOT BE ACCEPTED BY THE DIVISION UNLESS ALL OF THE ITEMS LISTED BELOW ARE INCLUDED. REQUIRED ITEMS: 1. This completed application form (with original signature) 2. Legal documentation of transfer of ownership (such as relevant pages of a deed or a bill of sale) is required for an ownership change request. Articles of incorporation are not sufficient for an ownership change but can be provided for a name change. 3. Information to document facility, industrial activities, Stormwater discharges, or outfall changes as noted in item IV above (if appropriate) Why is this information needed? Regulations in 40 CFR §122.63 allow for minor modifications to NPDES permits for a change of ownership or operational control of a facility, provided that information supports that no other change in the permit are necessary. Why does this form need to be mailed in? Permittees and applicants must fulfill signatory requirements in the NPDES federal regulations in 40 CFR §122.22 (please see those regulations for guidance). Until NCDEQ's electronic submission process meets Cross -Media Electronic Reporting (CROMERR) requirements, this original signed (not digital signature) form must be mailed to the address below. The uploaded copy is stored as part of the permit record in the Division's digital repository. Applicant's Certification: I, Brandon M. Hucks , attest that the application for a name and/or ownership change submitted 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 package will be considered incomplete and may be returned. Signature: ZSa / Date: THE COMPLETED APPLICATION AND ALL SUPPORTING INFORMATION SHOULD BE SENT TO: DEMLR Stormwater Program 512 North Salisbury Street, 6th Floor (Office 640K) 1612 Mail Service Center Raleigh, INC 27699-1612 Last Revised 3/13/2022 BILL OF SALE This BILL OF SALE, dated as of November 30, 2022, is made by Classic Leather, Inc., a North Carolina corporation ("Seller"), in favor of Century Furniture, LLC, a North Carolina limited liability company ("Purchaser"), and is delivered in connection with the consummation of the transactions contemplated by that certain Asset Purchase Agreement, dated as of the date hereof, by and between Purchaser, Seller and Thomas H. Shores, Jr.. (the "Asset Purchase Agreement"). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Asset Purchase Agreement. Seller has agreed to sell the Purchased Assets to Purchaser pursuant to the Asset Purchase Agreement. For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and on the terms and subject to the conditions set forth in the Asset Purchase Agreement, Seller does hereby absolutely, unconditionally, and irrevocably sell, convey, assign, transfer and deliver to Purchaser and its successors and assigns all of the Purchased Assets. Delivery of this Bill of Sale constitutes receipt by Purchaser of the Purchased Assets, to have and to hold all such Purchased Assets for Purchaser and its successors and assigns for their own use and behalf forever. Seller, for itself and its successors and assigns, further covenants and agrees with Purchaser and its successors and assigns that it will execute and deliver such other bills of sale, transfers, assignments and other instruments of conveyance and will do such other acts as reasonably requested by Purchaser to vest in Purchaser title to the Purchased Assets and to fulfill and discharge Seller's obligations of conveyance hereunder and under the Asset Purchase Agreement. This Bill of Sale is executed and delivered pursuant to, and is subject to the terms of, the Asset Purchase Agreement, and nothing contained herein is intended to alter, modify, expand or diminish the terms set forth in the Asset Purchase Agreement, including without limitation the representations, warranties, covenants and agreements therein relating to the Purchased Assets or otherwise. For the avoidance of doubt, no representations and warranties or indemnification agreements with respect to the Purchased Assets are made in this Bill of Sale, it being understood and agreed that any representations, warranties and indemnification obligations with respect to the Purchased Assets are set forth in the Asset Purchase Agreement. To the extent there is any conflict or inconsistency between the terms and provisions of this Bill of Sale and the Asset Purchase Agreement, the terms and provisions of the Asset Purchase Agreement will govern. This Bill of Sale shall be governed by and construed in accordance with the laws of the State of North Carolina without giving effect to any choice or conflict of law provision or rule (whether of the State of North Carolina or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of North Carolina. Seller may deliver an executed copy of this Bill of Sale by facsimile or electronic mail (in .pdf format) to Purchaser and such delivery shall have the same force and effect as any other delivery of a manually signed copy of this Bill of Sale. (The following page is the signature page) 15564119v128390.00011 IN WITNESS WHEREOF, the undersigned has executed this Bill of Sale as of the date first written above. CLA SIC LEATHER, ID�C B Thomas H. Shores, Jr. Chief Executive Officer