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- S-4 Registration of securities issued in business combination transactions
- 3.1 Certificate of Incorporation of Riddell Bell Holdings, Inc.
- 3.1 Bylaws of Riddell Bell Holdings, Inc.
- 3.2 Amended and Restated Certificate of Incorporation of Riddell Sports Group, Inc.
- 3.2 Amended and Restated Bylaws of Riddell Sports Group, Inc.
- 3.3 Bylaws of Riddell, Inc.
- 3.4 Certificate of Amendment of Certificate of Incorporation of All American Sports
- 3.4 Bylaws of All American Sports Corporation
- 3.5 Certificate of Incorporation of Macmark Corporation
- 3.5 Bylaws of Macmark Corporation
- 3.6 Certificate of Incorporation of Ridmark Corporation
- 3.6 Bylaws of Ridmark Corporation
- 3.7 Certificate of Incorporation of Proacq Corp.
- 3.7 Bylaws of Proacq Corp.
- 3.8 Certificate of Formation of Equilink Licensing, LLC
- 3.8 Limited Liability Company Agreement of Equilink Licensing, LLC
- 3.9 Certificate of Formation of RHC Licensing, LLC
- 3.9 Limited Liability Company Agreement of RHC Licensing, LLC
- 3.10 Articles of Incorporation of Pro-line Team Sports, Inc.
- 3.10 Bylaws of Pro-line Team Sports, Inc.
- 3.11 Articles of Incorporation of Pro-line Athletic Equipment, Inc.
- 3.11 Bylaws of Pro-line Athletic Equipment, Inc.
- 3.12 Amended and Restated Certificate of Incorporation of Bell Sports Corp.
- 3.12 Amended and Restated Bylaws of Bell Sports Corp.
- 3.13 Amended and Restated Bylaws of Bell Sports, Inc.
- 3.14 Articles of Incorporation of Giro Sport Design International, Inc
- 3.14 Bylaws of Giro Sport Design International, Inc.
- 3.15 Certificate of Incorporation of Bell Powersports, Inc.
- 3.15 Bylaws of Bell Powersports, Inc.
- 4.1 Indenture
- 4.2 Form of 8.375% Senior Subordinated Notes Due 2012
- 4.3 Exchange and Registration Rights Agreement
- 5.1 Opinion of Ropes & Gray LLP
- 5.2 Opinion of Dla Piper Rudnick Gray Cary Us LLP
- 10.1 Credit and Guaranty Agreement
- 10.2 Pledge and Security Agreement
- 10.3 Amended and Restated Riddell Holdings, LLC 2003 Equity Incentive Plan
- 10.4 Amended and Restated Employment Agreement
- 10.5 First Amendment to the Amended and Restated Employment Agreement
- 10.6 Employment Agreement Between Riddell, Inc and Eric Brenk
- 10.8 Consulting Agreement
- 12.1 Statement of Ratio of Earnings to Fixed Charges
- 21.1 Subsidiaries of Riddell Bell Holdings, Inc.
- 23.4 Consent of Ernst & Young, LLP
- 23.5 Consent of Pricewaterhousecoopers LLP
- 23.6 Consent of Pricewaterhousecoopers LLP
- 25.1 Statement on Form T-1
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Notice of Guaranteed Delivery
Exhibit 3.9(a)
CERTIFICATE OF FORMATION
OF
RHC LICENSING, LLC
This Certificate of RHC Licensing, LLC (the “LCC”), dated as of November 20, 2003, is being duly executed and filed by Aron Schwartz, as an authorized person, to form a limited liability company under the Delaware Limited Liability Company Act (6Del C. § 18-101,etseq).
FIRST. The name of the limited liability company formed hereby is RHC Licensing, LLC.
SECOND. The address of the registered office of the LLC in the State of Delaware is c/o Corporation Service Company, 2711 Centerville Road, Suite 400, Wilmington, Delaware 19808.
THIRD. The name and address of the registered agent for service of process on the LLC in the State of Delaware is Corporation Service Company, 2711 Centerville Road, Suite 400, Wilmington, Delaware 19808.
IN WITNESS WHEREOF, the undersigned has executed this Certificate of Formation as of the date first above written.
/s/ ARON SCHWARTZ | ||
Name: | Aron Schwartz | |
Authorized Person |