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HomeMy WebLinkAboutNCG140382_Owner Change Form_20180702VleGl�fU38'2-'� `��CGl�fo��8 hc6-IKO��3`� AA Division of Energy, Mineral & Land Resources ; FOR AGENCY USE ONLY Date Received Land Quality Section/Stormwater Permitting Year IMonth Day NCDENRNational Pollutant Discharge Elimination System PERMIT NAME/OWNERSHIP CHANGE FORM 1. Please enter the permit number for which the change is requested. NPDES Permit (or) Certificate of Coverage ?-= Cit 1 s A 1fi ekew II. Permit status prior to requested change. ,p ` a. Permit issued to (company name): 's tea q /, to e� �i c.r� %�t�w JFr�� hC _ _. b. Person legally responsible for permit: First MI Last ❑I f j&ZO S' _L�'�- - Title RECEIVES —4�, 0/a( 14 70 O Permit Holder Mailing Address JUL 2 2010 Stat nrtan a �_ ,vt- LS -7 7 ' City State Zip ORR-LAND QUALITY (W) "064-3 ��5�b 8 STORMWATER PERM1171NG Phone Fax c. Facility name (discharge): �'�>eo� i n4 �� C' e ZSy, . d Facility address: 1p 0 b Ud-b Y4 t '7.0 Address -!�wc, nMAoQL tNC Q % City State Zip e. Facility contact person: 77-1— -7 ' First / MI / Last Phone 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 chancre of the facility or owner If other please explain: /Viglll C. I- b. -b. Permit issued to (company name): c. Person legally responsible for permit: _ n/ CLiw�C (' TiLle P: rmit Holder Mailing Address City State Zip Phone E-mail Address d. Facility name (discharge): V—r--S-L1f __._ t"t.ce-b_k. l_� �_ __� w c +�+ Ng.+ 0_A, e. Facility address: c� jV-1 Address ONState Zip f. Facility contact person: -,To NA t L.__._..__._ .._ eltt�ldsr First MI Last - Co. Co— Phone E-mail Address IV. Permit contact information (if different from the person legally responsible for the permit) Revised Jan. 27, 2011 NPDES PERMIT NAME/OWNERSHIP CHANGE FORM Page 2 of 2 Permit contact: S(3 N41 L ___ t�GA-1✓ First MI Last T:•t_ P. Mailing Address city Zip Phone E-mail Address Co. Cam' 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. 2r 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. PERMITTUXER IFICATION (Permit holder prior to ownership change): I, t �as}l)7 CA 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 incooplete. Signature TIFICATION Date WesViLt 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 .................................... 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. 27.20V fv(-6 t f03Y.�2 East Asheville Plant: 606 Old US 70 Swannanoa, NC 28778 ecG 1 qot-! S3 th Asheville Plant: 264 Mills Gap Rd. Fletcher, NC 28732 18281686-3040 18281684-1920 www.caroIinareadymixinc.com IUCGI`to��i`� North Asheville Plant: 3809 US Highway 25/70 Marshall, NC 28753 18281649-1016 RECEIVED JUL 02 2018 DENR-LAND QUALITY STORMWATER PERMITTING RECEIVED JUL 02 2018 lJENR-LAND QUALITY STORMWATER PERMITTING BILL OF SALE, ASSIGNMENT AND ASSUMPTION AGREEMENT This BILL OF SALE, ASSIGNMENT AND ASSUMPTION AGREEMENT is made and given as of 2018 by Carolina Ready Mix and Builders Supply, Inc. (the "Seller") to CRM cq Mhion Holdings, LLC (the "Purchaser"). WHEREAS, pursuant to a Contribution and Purchase Agreement of even date by and among Seller, Purchaser, Concrete Supply Co., LLC, and Bart Jones (the "Contribution Agreement"), Seller has agreed to contribute, transfer, and assign, and Purchaser has agreed to acquire, accept, and assume, certain assets and certain obligations of Seller relating to the Business (terms not defined herein shall have the same meaning as in the Contribution Agreement). NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby expressly acknowledged, the parties hereto do hereby agree as follows: 1. Contributed Assets. Seller does hereby contribute, sell, assign, convey and deliver to Purchaser the entire right, title and interest of Seller in and to all of the Contributed Assets. 2. Effective Time. The effective time of the transfer of the Contributed Assets and assumption of the Contributed Liabilities shall be 12:01 a.m. A , 2018. 3. No Liens, Title. Seller hereby conveys the Contributed Assets to Purchaser free and clear of all mortgages, security interests, liens, claims, charges or encumbrances of any nature whatsoever except as otherwise provided in the Contribution Agreement. 4. Assignment. Seller does hereby assign and transfer to the Purchaser to the extent legally assignable, all of its right, title and interest in and to the Contributed Liabilities, and Purchaser hereby accepts and assumes all of the Contributed Liabilities and agrees to pay, perform, and discharge when due, the obligations thereunder. 5. Benefit. This Agreement is made for the benefit of Purchaser and Seller and their respective shareholders and members and the provisions of this Agreement may be enforced by any of them. This Agreement shall not be assigned by operation of law or otherwise. 6. Executed Counterparts. Each executed copy of this Agreement shall be deemed to be an original. Different copies may be executed by Purchaser and Seller, and all executed copies shall be treated as one and the same Agreement. 7. Headings. Headings at the beginning of the various sections of this Agreement are for convenience of reference only and shall not affect the terms of this Agreement. 8. Governing Law. This Agreement shall be governed by the laws of the State of North Carolina, without regard to the conflicts of laws provisions thereof. 9. Amendment. No amendment or modification of this Agreement shall be effective unless it is set forth in writing and signed by all parties hereto. 10. Post Closing Matters. Each party agrees to cooperate with the other with regard to taking any action reasonably necessary to implement the terms of this Agreement. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized officers, on this the date first above written. SELLER: CAROLINA READY MIX AND BUILDERS SUPPLY, INC. By: JAI Name: Title: Pres; T PURCHASER: CRM ACQUISTION HOLDINGS, LLC Henry R. Batten, Manager 2 8. Governing Law. This Agreement shall be governed by the laws of the State of North Carolina, without regard to the conflicts of laws provisions thereof. 9. Amendment. No amendment or modification of this Agreement shall be effective unless it is set forth in writing and signed_ by all parties hereto. 10. Post Closing Matters. Each party agrees to cooperate with the other with. regard to taking any action reasonably necessary to implement the terms of this Agreement. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized officers, on this the date first above written. SELLER: CAROLINA READY MIX AND BUILDERS SUPPLY, INC. Name: Title: PURCHASER: CRM ACQUISTION HOLDINGS, LLC By: �— //"Ienr/R. Batten, Manager 2 .a NORTH CAROLINA Department of the Secretary of State To all whom these presents shall come, Greetings: I, Elaine F. Marshall, Secretary of State of the State of North Carolina, do hereby certify the following and hereto attached to be a true copy of ARTICLES OF AMENDMENT OF CRM ACQUISITION HOLDINGS, LLC WHICH CHANGED ITS NAME TO CAROLINA READY MIX &BUILDERS SUPPLY, LLC the original of which was filed in this office on the 7th day of June, 2018. Scan to verify online. Document Id: C201915800880 Verify this certificate online at httpJ/www.sosm-gov/veTification IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal at the City of Raleigh, this 7th day of June, 2018. Secretary of State SOSID: 1688483 Date Filed: 6/7/2018 11:36:00 AM Elaine F. Marshall State of North Carolina North Carolina Secretary of State Deparonent of the Secretary of State C2018 158 00880 Limited Liability Company AMENDMENT OF ARTICLES OF ORGANIZATION Pursuant to §57D-2-22 of the General Statutes of North Carolina, the undersigned limited liability company hereby submits the following Articles of Amendment for the purpose of amending its Articles of Organization. 1. The name of the limited liability company is: CRM Acquisition Holdings, LLC 2. The text of each amendment adopted is as follows (attach additional pages if necessary): Paragraph 1 shall be deleted in its entirety and the following small be inserted therefore: "The name of the limited liability company is: Carolina Ready Mix & Builders Supply, LLC" 3. (Check either a or b, whichever is applicable) A.nThe amendment(s) was (were) duly adopted by the majority vote of the organizers of the limited liability company prior to the identification of initial members of the limited liability company. B.nThe amendmrnt(s) was (were) duly adopted by the unanimous vote of the members of the limited liability company or was (were) adopted as otherwise provided in the limited liability company's Articles of Organization or a written operating agreement. 4. These articles will be effective upon filing, unless a date and/or time is specified: This theA116 day of20 18 -- CRM Acquisition Holdings, LLC Nam Nam ofLimtLiabiity C qy •=.. rtatu 'Henry R. Batten, Manager Company Official Type or Aw Name and Title NOTES: 1. Filing fee is S50. This document must be filed with the Secretary of State. BUSINESS REGISTRATION DIVISION P. O. BOX 29622 RALEIGH, NC 27626-0622 (Revised July 2017) (Form L-179