SHARE PURCHASE AND TRANSFER AGREEMENT
MADE BETWEEN
1. Krister Lindkvist, Angshult, 341 77 AGUNNARYD
2. Sture Bernhardsson, Ostarod 1222, 28064 GLIMAKRA
3. Goran Nilsson, Buhult 1269, 343 73 VIRESTAD
- HEREINAFTER COLLECTIVELY REFERRED TO AS "SELLERS" AND INDIVIDUALLY AS
"SELLER" -
AND
Sauer Inc., 2800 E. 13th Street, Ames, IA 50010, Iowa, USA,
- HEREINAFTER REFERRED TO AS "BUYER" -
PREAMBLE
The Sellers are the sole shareholders of the company
CUSTOM DESIGN ELECTRONICS OF SWEDEN AB
registered in the Swedish Companies' Register under the registration no. 556496-9177 and having its registered
seat at Stalgatan 1, Almhult, Sweden (hereinafter referred to as "CDE").
The fully paid in share capital of CDE amounts to SEK 100.200 divided into 1002 shares with a par value of
SEK 100 each. The Sellers hold the following shares in CDE:
- 2 -
CDE is the sole shareholder of the company
NOB ELECTRONIK AB
registered in the Swedish Companies' register under Registration no. 556263-5705 having its registered seat at
Stalgatan 1, Almhult, Sweden (hereinafter referred to as "NOB"; CDE and NOB hereinafter collectively referred
to as "the Companies"). NOB has a fully paid in share capital of SEK 200.400 divided into 501 shares with a par
value of 400 SEK each. NOB is a consulting and manufacturing firm within the electronic business area having
developed a set of electronic products mainly designed for working vehicles and partly subject of patents and
patent applications.
The Buyer is predominantly interested in purchasing the business of NOB and therefore intends to acquire from
the Sellers the shares of CDE and thereby indirectly of NOB.
In consideration of the premises and the mutual covenants and conditions set forth in this Agreement (hereinafter
referred to as "the Agreement"), Sellers and Buyer agree as follows:
Sture Bernhardsson 400 shares
Goran Nilsson 400 shares
Krister Lindkvist 202 shares
- 2 -
CDE is the sole shareholder of the company