ASSET PURCHASE AGREEMENT
THIS AMENDMENT (this "Amendment"), dated March 2 , 2009, is made and entered into by and among
TRANSCONTINENTAL CAPITAL CORPORATION (BERMUDA) LTD., a Bermuda company limited by
shares ("Seller"); SEABOARD CORPORATION, a Delaware corporation ("Seller Parent"); and PUEBLO
VIEJO DOMINICANA CORPORATION, a Barbados corporation registered as a branch in the Dominican
Republic ("Buyer"). Each of Seller, Seller Parent and Buyer are sometimes individually referred to in this
Amendment as a "Party" and collectively as the "Parties."
W I T N E S S E T H:
WHEREAS, the Parties are parties to the Asset Purchase Agreement (the "Purchase Agreement"), dated
September 23, 2008 (capitalized terms used in this Amendment which are not otherwise defined herein shall have
the respective meanings ascribed to those terms in the Purchase Agreement);
WHEREAS, the Parties have now completed the Pre-Effective Date Inspection and, based on the results of that
Inspection, now desire to take steps to establish the Effective Date; and
WHEREAS, the Parties desire to amend the Purchase Agreement in certain respects as hereinafter provided;
NOW, THEREFORE, in consideration of the foregoing and the respective covenants and agreements contained
in this Amendment, and intending to be legally bound hereby, the Parties agree as follows:
Section 1. Effective Date.
1.1 Pre-Effective Date Inspection. The Pre-Effective Date Inspection was completed as of January 14, 2009. A
copy of the Pre-Effective Date Inspection summary of results and an accompanying cover letter, dated January
14, 2009, were delivered by Seller and Seller Parent to Buyer. Seller, Seller Parent and Buyer subsequently
agreed to certain changes to some of the Pre-Effective Date Inspection summary results, which were
memorialized in a cover letter dated February 11, 2009 from Seller and Seller Parent to Buyer attaching the
updated results of the Pre-Effective Date Inspection.
1.2 Effective Date Certificate. On Februar