REYNOLDS GROUP ISSUER LLC REYNOLDS GROUP ISSUER INC. REYNOLDS GROUP ISSUER (LUXEMBOURG) S.A., as Issuers and and the Senior Secured Note Guarantors from time to time party hereto FIRST SUPPLEMENTAL INDENTURE Dated as of August 1, 2016 to the SENIOR...
▇▇▇▇▇▇▇▇ GROUP ISSUER LLC
▇▇▇▇▇▇▇▇ GROUP ISSUER INC.
▇▇▇▇▇▇▇▇ GROUP ISSUER (LUXEMBOURG) S.A.,
as Issuers
and
and the Senior Secured Note Guarantors from time to time party hereto
5.125% Senior Secured Notes due 2023
________________________
Dated as of August 1, 2016
to the
SENIOR SECURED NOTES INDENTURE
Dated as of June 27, 2016
________________________
THE BANK OF NEW YORK MELLON,
as Trustee, Principal Paying Agent, Transfer Agent, Collateral Agent, Calculation Agent and Registrar
as Trustee, Principal Paying Agent, Transfer Agent, Collateral Agent, Calculation Agent and Registrar
WILMINGTON TRUST (LONDON) LIMITED,
as Additional Collateral Agent
as Additional Collateral Agent
FIRST SUPPLEMENTAL INDENTURE dated as of August 1, 2016 (as amended, supplemented or otherwise modified from time to time, the “Supplemental Indenture”), among ▇▇▇▇▇▇▇▇ GROUP ISSUER LLC, a Delaware limited liability company having its registered office at CT Corporation, ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (the “US Issuer I”), ▇▇▇▇▇▇▇▇ GROUP ISSUER INC., a Delaware corporation having its registered office at CT Corporation, ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (the “US Issuer II” and, together with the US Issuer I, the “US Issuers”), ▇▇▇▇▇▇▇▇ GROUP ISSUER (LUXEMBOURG) S.A., a company incorporated as a Luxembourg société anonyme (a public limited liability company) having its registered office at 6C, rue ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, L-5365 Munsbach, Grand Duchy of Luxembourg (the “Luxembourg Issuer” and, together with the US Issuers, the “Issuers”), the Senior Secured Note Guarantors (as defined in the Indenture referenced below) from time to time party hereto, THE BANK OF NEW YORK MELLON, as trustee (the “Trustee”), principal paying agent, transfer agent, collateral agent, registrar and calculation agent, and WILMINGTON TRUST (LONDON) LIMITED, as additional collateral agent (the “Additional Collateral Agent”).
W I T N E S S E T H:
WHEREAS, the Issuers, the Senior Secured Notes Guarantors, the Trustee and the Additional Collateral Agent are party to the Senior Secured Notes Indenture, dated as of June 27, 2016 (as amended, supplemented, waived or otherwise modified from time to time, the “Indenture”), which provides for the issuance from time to time of Senior Secured Notes by the Company;
WHEREAS, Section 2.01 of the Indenture provides that the Issuers may provide for the issuance of Additional Senior Secured Notes in accordance with the limitations set forth in the Indenture;
WHEREAS, in connection with the issuance of $250,000,000 aggregate principal amount of the Issuers’ 5.125% Senior Secured Notes due 2023 (the “Tack-On Fixed Rate Senior Secured Notes”), the Company has duly authorized the execution and delivery of this Supplemental Indenture to establish the forms and terms of the Tack-On Fixed Rate Senior Secured Notes as hereinafter described; and
WHEREAS, pursuant to Section 9.01 of the Indenture, the parties hereto are authorized to execute and deliver this Supplemental Indenture to amend the Indenture, without the consent of any Holder;
NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Issuers, the Senior Secured Notes Guarantors, the Trustee and the Additional Collateral Agent mutually covenant and agree for the benefit of the Holders as follows:
1. Capitalized Terms. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.
2. Aggregate Principal Amount. The Tack-On Fixed Rate Senior Secured Notes will be issued by the Issuers, and authenticated and delivered by the Trustee, in an aggregate principal amount of $250,000,000.
3. Terms. The Tack-On Fixed Rate Senior Secured Notes will be issued to Holders at a price of 103.500% of the aggregate principal amount of the Tack-On Fixed Rate Senior Secured Notes, plus accrued interest from June 27, 2016. The Tack-On Fixed Rate Senior Secured Notes will accrue interest from June 27, 2016. The Tack-On Fixed Rate Senior Secured Notes will be issued on August 1, 2016 (the “Issue Date”).
4. Global Senior Secured Securities. (i) The Tack-On Fixed Rate Senior Secured Notes sold within the United States to qualified institutional buyers in reliance on Rule 144A under the Securities Act will be represented by one or more Global Fixed Rate Senior Secured Securities (the “Rule 144A Global Securities”) in registered form without interest coupons attached, such Rule 144A Global Securities being deposited upon issuance with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as nominee of DTC, and (ii) the Tack-On Fixed Rate Senior Secured Notes sold outside the United States in reliance on Regulation S under the Securities Act will be represented by one or more Global Fixed Rate Senior Secured Securities (the “Regulation S Global Securities”) in registered form without interest coupons attached, such Regulation S Global Securities being deposited upon issuance with a custodian for DTC and registered in the name of Cede & Co., as nominee for DTC. (i) Beneficial interests in the Regulation S Global Securities may not be exchanged for beneficial interests in the Global Fixed Rate Senior Secured Securities for the Original Fixed Rate Senior Secured Notes issued pursuant to Regulation S and (ii) beneficial interests in the Global Fixed Rate Senior Secured Securities for the Original Fixed Rate Senior Secured Notes issued pursuant to Regulation S may not be exchanged for beneficial interests in the Regulation S Global Securities, in each case until at least 40 days after the Issue Date.
5. Additional Fixed Rate Senior Secured Notes. The Tack-On Fixed Rate Senior Secured Notes will be Additional Fixed Rate Senior Secured Notes for all purposes under the Indenture. The Tack-On Fixed Rate Senior Secured Notes will have the same terms as the Original Fixed Rate Senior Secured Notes, other than with respect to the issue price and the Issue Date.
6. Form. The Tack-On Fixed Rate Senior Secured Notes shall be issued substantially in the form set forth, or referenced, in Article II of the Indenture, and Exhibit A-1 attached to the Indenture, in each case as provided for in Section 2.02 of the Indenture (as such form may be modified in accordance with Section 2.01 of the Indenture).
9. Governing Law. THIS SUPPLEMENTAL INDENTURE AND THE TACK-ON FIXED RATE SENIOR SECURED NOTES SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAW. FOR THE AVOIDANCE OF DOUBT, ARTICLES 86 TO 94-8 OF THE LUXEMBOURG LAW OF AUGUST 10, 1915 ON COMMERCIAL COMPANIES SHALL NOT BE APPLICABLE IN RESPECT OF THIS SUPPLEMENTAL INDENTURE AND THE TACK-ON FIXED RATE SENIOR SECURED NOTES. THE PARTIES HERETO HEREBY AGREE TO WAIVE ANY RIGHT THEY MAY HAVE TO TRIAL BY JURY.
10. Ratification of Indenture; Supplemental Indentures Part of Indenture. Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Supplemental Indenture shall form a part of the Indenture for all purposes, and every Holder heretofore or hereafter authenticated and delivered shall be bound hereby.
11. Trustee and Collateral Agent. The Trustee and the Additional Collateral Agent make no representations as to the validity or sufficiency of this Supplemental Indenture.
12. Counterparts. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement.
13. Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by their respective authorized officers as of the day and year first above written.
▇▇▇▇▇▇▇▇ GROUP HOLDINGS LIMITED | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Authorised Signatory | |
and witnessed by /s/ ▇▇▇▇▇▇ ▇▇▇▇▇ | |
Name: ▇▇▇▇▇▇ ▇▇▇▇▇ | |
Address: ▇▇▇▇▇ ▇▇, ▇▇ ▇▇▇▇ ▇▇., ▇▇▇▇▇▇ | |
Occupation: Personal Assistant | |
Canada
EVERGREEN PACKAGING CANADA LIMITED | |
By | |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇ | |
Name: ▇▇▇▇ ▇. ▇▇▇▇▇ | |
Title: Secretary and Vice President | |
PACTIV CANADA INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Vice President | |
▇▇▇▇▇▇▇▇ CONSUMER PRODUCTS CANADA INC. | |
By | |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ | |
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ | |
Title: Assistant Secretary | |
Luxembourg
BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) I S.A., a public limited liability company (société anonyme) with registered office at ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇-▇▇▇▇▇ of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 128.592 | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Authorised Signatory | |
BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) II S.A., a public limited liability company (société anonyme) with registered office at ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇-▇▇▇▇▇ of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 128.914 | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Authorised Signatory | |
Luxembourg
BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) III S.À ▇.▇., a private limited liability company (société à responsabilité limitée) with registered office at ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇-▇▇▇▇▇ of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 128.135 and having a share capital of EUR 404,969,325 | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Authorised Signatory | |
BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) IV S.À ▇.▇., a private limited liability company (société à responsabilité limitée) with registered office at ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇-▇▇▇▇▇ of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 165957 and having a share capital of EUR 12,500 | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Authorised Signatory | |
Luxembourg
BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) V S.A., a public limited liability company (société anonyme) with registered office at ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇-▇▇▇▇▇ of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 173,603 | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Authorised Signatory | |
BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) VI S.À ▇.▇., a private limited liability company (société à responsabilité limitée) with registered office at ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇-▇▇▇▇▇ of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 173,602 and having a share capital of EUR 55,012,500 | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Authorised Signatory | |
Luxembourg
EVERGREEN PACKAGING (LUXEMBOURG) S.À ▇.▇., a private limited liability company (société à responsabilité limitée) with registered office at ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇-▇▇▇▇▇ of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 173,602 and having a share capital of EUR 12,500 | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Authorised Signatory | |
▇▇▇▇▇▇▇▇ GROUP ISSUER (LUXEMBOURG) S.A., a public limited liability company (société anonyme) with registered office at ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇-▇▇▇▇▇ of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 148.957 | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Authorised Signatory | |
The Netherlands
CLOSURE SYSTEMS INTERNATIONAL B.V. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Authorised Signatory | |
EVERGREEN PACKAGING INTERNATIONAL B.V. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Authorised Signatory | |
▇▇▇▇▇▇▇▇ PACKAGING INTERNATIONAL B.V. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Authorised Signatory | |
New Zealand
BEVERAGE PACKAGING (NEW ZEALAND) LIMITED | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Authorised Signatory | |
and witnessed by /s/ ▇▇▇▇▇▇ ▇▇▇▇▇ | |
Name: ▇▇▇▇▇▇ ▇▇▇▇▇ | |
Address: ▇▇▇▇▇ ▇▇, ▇▇ ▇▇▇▇ ▇▇., ▇▇▇▇▇▇ | |
Occupation: Personal Assistant | |
United States
BAKERS CHOICE PRODUCTS, INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary | |
BCP/▇▇▇▇▇▇ HOLDINGS L.L.C. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary and Vice President | |
BEVERAGE PACKAGING HOLDINGS II ISSUER INC. | |
By | |
/s/ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ | |
Name: ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ | |
Title: Secretary and Vice President | |
BLUE RIDGE HOLDING CORP. | |
By | |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇ | |
Name: ▇▇▇▇ ▇. ▇▇▇▇▇ | |
Title: Secretary and Vice President | |
BRPP, LLC | |
By: Blue Ridge Paper Products Inc., its Sole Member By | |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇ | |
Name: ▇▇▇▇ ▇. ▇▇▇▇▇ | |
Title: Secretary and Vice President | |
United States
BLUE RIDGE PAPER PRODUCTS INC. | |
By | |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇ | |
Name: ▇▇▇▇ ▇. ▇▇▇▇▇ | |
Title: Secretary and Vice President | |
CLOSURE SYSTEMS INTERNATIONAL AMERICAS, INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Title: Secretary and Vice President | |
CLOSURE SYSTEMS INTERNATIONAL HOLDINGS LLC | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Title: Secretary and Vice President | |
CLOSURE SYSTEMS INTERNATIONAL INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Title: Secretary and Vice President | |
CLOSURE SYSTEMS INTERNATIONAL PACKAGING MACHINERY, INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Title: Secretary and Vice President | |
United States
CLOSURE SYSTEMS MEXICO HOLDINGS LLC | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Title: Secretary and Vice President | |
CSI MEXICO LLC | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Title: Secretary and Vice President | |
CSI SALES & TECHNICAL SERVICES INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Title: Secretary and Vice President | |
EVERGREEN PACKAGING INC. | |
By | |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇ | |
Name: ▇▇▇▇ ▇. ▇▇▇▇▇ | |
Title: Secretary and Vice President | |
GPC HOLDINGS LLC | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary and Vice President | |
United States
GPC OPCO GP LLC | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary and Vice President | |
GPC SUB GP LLC | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary and Vice President | |
▇▇▇▇▇▇ PACKAGING ACQUISITION CORP. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary and Vice President | |
▇▇▇▇▇▇ PACKAGING INC. | |
By | |
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ | |
Title: Secretary and Vice President | |
United States
▇▇▇▇▇▇ PACKAGING COMPANY, L.P. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary and Vice President | |
▇▇▇▇▇▇ PACKAGING HOLDINGS COMPANY | |
By: BCP/▇▇▇▇▇▇ Holdings L.L.C., its General Partner By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary and Vice President | |
▇▇▇▇▇▇ PACKAGING PET TECHNOLOGIES INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary and Vice President | |
▇▇▇▇▇▇ PACKAGING PLASTIC PRODUCTS INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary and Vice President | |
United States
▇▇▇▇▇▇ PACKAGING PX COMPANY | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary and Vice President | |
▇▇▇▇▇▇ PACKAGING PX HOLDING CORPORATION | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary and Vice President | |
▇▇▇▇▇▇ PACKAGING PX, LLC | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary and Vice President | |
PACTIV INTERNATIONAL HOLDINGS INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Vice President | |
United States
PACTIV LLC | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Title: Secretary and Vice President | |
PACTIV MANAGEMENT COMPANY LLC | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Vice President | |
PACTIV PACKAGING INC. | |
By | |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ | |
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ | |
Title: Assistant Secretary | |
PCA WEST INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Vice President | |
RENPAC HOLDINGS INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Vice President | |
United States
▇▇▇▇▇▇▇▇ CONSUMER PRODUCTS HOLDINGS LLC | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Secretary and Vice President | |
▇▇▇▇▇▇▇▇ CONSUMER PRODUCTS LLC | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary | |
▇▇▇▇▇▇▇▇ GROUP ISSUER INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary | |
▇▇▇▇▇▇▇▇ GROUP ISSUER LLC | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary | |
▇▇▇▇▇▇▇▇ GROUP HOLDINGS INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Secretary | |
United States
▇▇▇▇▇▇▇▇ MANUFACTURING INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Secretary | |
▇▇▇▇▇▇▇▇ PRESTO PRODUCTS INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary | |
▇▇▇▇▇▇▇▇ SERVICES INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Secretary | |
SOUTHERN PLASTICS, INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇ | |
Title: Secretary and Vice President | |
TRANS WESTERN POLYMERS INC. | |
By | |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
Title: Assistant Secretary and Vice President | |
THE BANK OF NEW YORK MELLON, as Trustee, Principal Paying Agent, Transfer Agent, the Collateral Agent, Registrar and Calculation Agent | |
by | |
/s/ ▇▇▇▇▇▇▇▇ ▇. ▇’▇▇▇▇▇ | |
Name: ▇▇▇▇▇▇▇▇ ▇. ▇’▇▇▇▇▇ | |
Title: Vice President | |
WILMINGTON TRUST (LONDON) LIMITED, as Additional Collateral Agent | |
by | |
/s/ ▇▇▇▇ ▇▇▇▇▇▇ | |
Name: ▇▇▇▇ ▇▇▇▇▇▇ | |
Title: Director | |
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