AMENDED AND RESTATED CREDIT AGREEMENT among GRAPHIC PACKAGING INTERNATIONAL, LLC, as Borrower THE SEVERAL LENDERS FROM TIME TO TIME PARTIES HERETO and BANK OF AMERICA, N.A., as Administrative Agent Dated as of January 1, 2018 MERRILL LYNCH, PIERCE,...Credit Agreement • January 2nd, 2018 • Graphic Packaging International, LLC • Paperboard mills • New York
AMENDED AND RESTATED CREDIT AGREEMENT, dated as of January 1, 2018 and effective as of the Effective Date, among GRAPHIC PACKAGING INTERNATIONAL, LLC, a Delaware limited liability company (the “Borrower” or the “Company”), the several banks and other financial institutions from time to time parties to this Agreement (the “Lenders”) and BANK OF AMERICA, N.A., as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”).
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT among GRAPHIC PACKAGING INTERNATIONAL, LLC and CERTAIN SUBSIDIARIES, as Borrowers THE SEVERAL LENDERS FROM TIME TO TIME PARTIES HERETO BANK OF AMERICA, N.A., as Administrative Agent, L/C Issuer, Swing Line...Credit Agreement • April 1st, 2021 • Graphic Packaging International, LLC • Paperboard mills • New York
This FOURTH AMENDED AND RESTATED CREDIT AGREEMENT, is dated as of April 1, 2021, among GRAPHIC PACKAGING INTERNATIONAL, LLC, a Delaware limited liability company (the “Company”), certain Subsidiaries of the Company party hereto pursuant to subsection 2.8 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and, each a “Borrower”), the several banks and other financial institutions from time to time parties to this Agreement (the “Lenders”), BANK OF AMERICA, N.A., as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”), Swing Line Lender, Swing Line Euro Tranche Lender, an L/C Issuer and Alternative Currency Funding Fronting Lender, CoBank, ACB, Fifth Third Bank, National Association, Mizuho Bank, Ltd., PNC Bank, National Association, Coöperatieve Rabobank U.A., New York Branch, Sumitomo Mitsui Banking Corporation, TD Securities USA LLC, Truist Bank and Wells Fargo Securities, LLC, as co-syndication agents (collectively,
CONSENT AND WAIVER AGREEMENT dated as of August 6, 2020 among International Paper Company Graphic Packaging Holding Company GPI Holding III, LLC, and Graphic Packaging International Partners, LLCConsent and Waiver Agreement • August 10th, 2020 • Graphic Packaging International, LLC • Paperboard mills
This Consent and Waiver Agreement, dated as of August 6, 2020 (this “Agreement”), is made by and among Graphic Packaging International Partners, LLC (f/k/a Gazelle Newco LLC), a Delaware limited liability company (the “Company”), Graphic Packaging Holding Company, a Delaware corporation (“Parent”), GPI Holding III, LLC, a Delaware limited liability company and wholly owned indirect subsidiary of Parent (“Gazelle Holdco” and, together with the Company and Parent, the “Parent Parties”), and International Paper Company, a New York corporation (“IP” and, together with the Parent Parties, the “Parties”). Capitalized terms used but not defined herein have the meanings given to such terms in the Exchange Agreement (as defined below).
GRAPHIC PACKAGING INTERNATIONAL, LLC and GRAPHIC PACKAGING INTERNATIONAL PARTNERS, LLC, and the other Guarantors from time to time parties hereto, as Guarantors and U.S. BANK NATIONAL ASSOCIATION, as Trustee and as Collateral Agent SIXTH SUPPLEMENTAL...Supplemental Indenture • March 8th, 2021 • Graphic Packaging International, LLC • Paperboard mills • New York
SIXTH SUPPLEMENTAL INDENTURE, dated as of March 8, 2021 (this “Supplemental Indenture”), among Graphic Packaging International, LLC, a limited liability company organized under the laws of the State of Delaware (the “Company”), Graphic Packaging International Partners, LLC, a limited liability company organized under the laws of the State of Delaware (“Parent”), and the other Guarantors party hereto, as Guarantors; and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States of America and having a corporate trust office in Atlanta, Georgia, as the Trustee (in such capacity, the “Trustee”) and the Collateral Agent (in such capacity, the “Collateral Agent”) to the Indenture, dated as of November 6, 2014, between Graphic Packaging International, Inc., a Delaware corporation, and predecessor-in-interest to the Company, the Guarantors party thereto and the Trustee (the “Base Indenture” and, as supplemented by this Supple
GRAPHIC PACKAGING INTERNATIONAL PARTNERS, LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of January 1, 2018Limited Liability Company Agreement • January 2nd, 2018 • Graphic Packaging International, LLC • Paperboard mills • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of January 1, 2018, is entered into by and among Graphic Packaging International Partners, LLC (f/k/a Gazelle Newco LLC), a Delaware limited liability company (the “Company”), its Members (as defined herein) and each other Person who at any time after the date hereof becomes a Member in accordance with the terms of this Agreement and the DLLCA (as defined herein) and, solely for purposes of the Parent Sections, Graphic Packaging Holding Company, a Delaware corporation (“Parent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 2nd, 2018 • Graphic Packaging International, LLC • Paperboard mills • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 1, 2018, is entered into between International Paper Company, a New York corporation (“Impala”) and Graphic Packaging Holding Company, a Delaware corporation (“Parent”). Certain terms used in this Agreement are defined in Section 1.01.
GRAPHIC PACKAGING INTERNATIONAL, LLC and GRAPHIC PACKAGING INTERNATIONAL PARTNERS, LLC, and the other Guarantors from time to time parties hereto, as Guarantors and U.S. BANK NATIONAL ASSOCIATION, as Trustee THIRD SUPPLEMENTAL INDENTURE DATED AS OF...Third Supplemental Indenture • June 25th, 2019 • Graphic Packaging International, LLC • Paperboard mills • New York
THIRD SUPPLEMENTAL INDENTURE, dated as of June 25, 2019 (this “Supplemental Indenture”), among Graphic Packaging International, LLC, a limited liability company organized under the laws of the state of Delaware (the “Company”), Graphic Packaging International Partners, LLC, a limited liability company organized under the laws of Delaware, and the other Guarantors party hereto, as Guarantors; and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States of America and having a corporate trust office in Atlanta, Georgia, as Trustee to the Indenture, dated as of November 6, 2014, between Graphic Packaging International, Inc., a Delaware corporation, and predecessor-in-interest to the Company, the Guarantors party thereto and the Trustee (the “Base Indenture” and, as supplemented by a First Supplemental Indenture, dated as of November 6, 2014, as further supplemented by a Second Supplemental Indenture, dated as of August
Share Purchase Agreement among Sarcina Holdings S.à r.l. the Other Sellers and Graphic Packaging International Europe Holdings B.V. regarding all of the shares in AR Packaging Group AB (publ) 12 May 2021Share Purchase Agreement • May 14th, 2021 • Graphic Packaging International, LLC • Paperboard mills
This share purchase agreement (including its Schedules, the “Agreement”) is entered into on the date hereof (the “Signing Date”) among:
TAX RECEIVABLE AGREEMENT by and among GPI HOLDING III, LLC, GRAPHIC PACKAGING INTERNATIONAL PARTNERS, LLC, GRAPHIC PACKAGING HOLDING COMPANY, and INTERNATIONAL PAPER COMPANY DATED AS OF JANUARY 1, 2018Tax Receivable Agreement • January 2nd, 2018 • Graphic Packaging International, LLC • Paperboard mills • Delaware
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of January 1, 2018 (the “Effective Date”) is hereby entered into by and among GPI HOLDING III, LLC, a Delaware limited liability company (the “Gazelle Member”), GRAPHIC PACKAGING INTERNATIONAL PARTNERS, LLC (f/k/a GAZELLE NEWCO LLC), a Delaware limited liability company (the “Company”), GRAPHIC PACKAGING HOLDING COMPANY, a Delaware corporation (the “Corporate Taxpayer”), and INTERNATIONAL PAPER COMPANY, a New York corporation (“Impala”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF GRAPHIC PACKAGING INTERNATIONAL, LLCLimited Liability Company Operating Agreement • January 2nd, 2018 • Graphic Packaging International, LLC • Paperboard mills • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT (this “Agreement”) of Graphic Packaging International, LLC (the “Company”), is entered into as of the 29th day of December, 2017, by the Company and Graphic Packaging International Partners, LLC, a Delaware limited liability company, as the sole member of the Company (the “Member”).
CONSENT AND WAIVER AGREEMENT dated as of May 19, 2021 among International Paper Company Graphic Packaging Holding Company GPI Holding I, Inc. and Graphic Packaging International Partners, LLCConsent and Waiver Agreement • May 20th, 2021 • Graphic Packaging International, LLC • Paperboard mills
This Consent and Waiver Agreement, dated as of May 19, 2021 (this “Agreement”), is made by and among Graphic Packaging International Partners, LLC (f/k/a Gazelle Newco LLC), a Delaware limited liability company (the “Company”), Graphic Packaging Holding Company, a Delaware corporation (“Parent”), GPI Holding I, Inc., a Delaware corporation and a wholly owned indirect subsidiary of Parent (the “New Graphic Partner” and, together with the Company and Parent, the “Parent Parties”), and International Paper Company, a New York corporation (“IP” and, together with the Parent Parties, the “Parties”). Capitalized terms used but not defined herein have the meanings given to such terms in the Exchange Agreement (as defined below).
RESTRICTIVE COVENANTS AGREEMENTRestrictive Covenants Agreement • January 2nd, 2018 • Graphic Packaging International, LLC • Paperboard mills
THIS RESTRICTIVE COVENANTS AGREEMENT (the “Agreement”), dated as of January 1, 2018, is entered into by and between International Paper Company, a New York corporation (“Transferor”), and Graphic Packaging International Partners, LLC (f/k/a Gazelle Newco LLC), a Delaware limited liability company (“Issuer”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Transaction Agreement (as defined below).
GRAPHIC PACKAGING INTERNATIONAL, LLC and GRAPHIC PACKAGING INTERNATIONAL PARTNERS, LLC, and the other Guarantors from time to time parties hereto, as Guarantors and U.S. BANK NATIONAL ASSOCIATION, as Trustee FOURTH SUPPLEMENTAL INDENTURE DATED AS OF...Fourth Supplemental Indenture • March 6th, 2020 • Graphic Packaging International, LLC • Paperboard mills • New York
FOURTH SUPPLEMENTAL INDENTURE, dated as of March 6, 2020 (this “Supplemental Indenture”), among Graphic Packaging International, LLC, a limited liability company organized under the laws of the State of Delaware (the “Company”), Graphic Packaging International Partners, LLC, a limited liability company organized under the laws of the State of Delaware, and the other Guarantors party hereto, as Guarantors; and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States of America and having a corporate trust office in Atlanta, Georgia, as Trustee to the Indenture, dated as of November 6, 2014, between Graphic Packaging International, Inc., a Delaware corporation, and predecessor-in-interest to the Company, the Guarantors party thereto and the Trustee (the “Base Indenture” and, as supplemented by this Fourth Supplemental Indenture, the “Indenture”), which Base Indenture has been supplemented prior to the date hereof by th
GRAPHIC PACKAGING INTERNATIONAL, LLC and GRAPHIC PACKAGING INTERNATIONAL PARTNERS, LLC, and the other Guarantors from time to time parties hereto, as Guarantors and U.S. BANK NATIONAL ASSOCIATION, as Trustee FIFTH SUPPLEMENTAL INDENTURE DATED AS OF...Fifth Supplemental Indenture • August 31st, 2020 • Graphic Packaging International, LLC • Paperboard mills • New York
FIFTH SUPPLEMENTAL INDENTURE, dated as of August 28, 2020 (this “Supplemental Indenture”), among Graphic Packaging International, LLC, a limited liability company organized under the laws of the State of Delaware (the “Company”), Graphic Packaging International Partners, LLC, a limited liability company organized under the laws of the State of Delaware, and the other Guarantors party hereto, as Guarantors; and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States of America and having a corporate trust office in Atlanta, Georgia, as Trustee to the Indenture, dated as of November 6, 2014, between Graphic Packaging International, Inc., a Delaware corporation, and predecessor-in-interest to the Company, the Guarantors party thereto and the Trustee (the “Base Indenture” and, as supplemented by this Fifth Supplemental Indenture, the “Indenture”), which Base Indenture has been supplemented prior to the date hereof by th
EXCHANGE AGREEMENT dated as of January 1, 2018 among GRAPHIC PACKAGING HOLDING COMPANY, GPI HOLDING III, LLC INTERNATIONAL PAPER COMPANY, and GRAPHIC PACKAGING INTERNATIONAL PARTNERS, LLCExchange Agreement • January 2nd, 2018 • Graphic Packaging International, LLC • Paperboard mills • Delaware
EXCHANGE AGREEMENT (this “Agreement”), dated as of January 1, 2018, by and among Graphic Packaging International Partners, LLC (f/k/a Gazelle Newco LLC), a Delaware limited liability company (the “Company”), Graphic Packaging Holding Company, a Delaware corporation (“Parent”), GPI Holding III, LLC, a Delaware limited liability company and wholly owned indirect Subsidiary of Parent (“Gazelle Holdco”), and International Paper Company, a New York corporation, as a holder of Common Units (as defined below) (“Impala”).
AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT AND THIRD AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENTCredit Agreement • March 1st, 2021 • Graphic Packaging International, LLC • Paperboard mills • New York
This AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT AND THIRD AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT, dated as of March 1, 2021 (this “Amendment”), is among GRAPHIC PACKAGING INTERNATIONAL, LLC, a Delaware limited liability company (the “Company”), certain Subsidiaries of the Company party hereto as Designated Borrowers (together with the Company, the “Borrowers” and, each a “Borrower”), GRAPHIC PACKAGING INTERNATIONAL PARTNERS, LLC, a Delaware limited liability company (“Intermediate Holding”), the Subsidiaries of the Company party hereto (the “Subsidiary Guarantors” and together with the Borrowers and Intermediate Holding, the “Loan Parties” and, each a “Loan Party”), the several banks and other financial institutions parties to this Amendment (the “Lenders” and, each a “Lender”), and BANK OF AMERICA, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”), and acknowledged and agreed to by GRAPHIC PACKAGING HOLDIN
GOVERNANCE AGREEMENT dated as of January 1, 2018 among GRAPHIC PACKAGING HOLDING COMPANY, GRAPHIC PACKAGING INTERNATIONAL PARTNERS, LLC AND INTERNATIONAL PAPER COMPANYGovernance Agreement • January 2nd, 2018 • Graphic Packaging International, LLC • Paperboard mills • Delaware
GOVERNANCE AGREEMENT (this “Agreement”), dated as of January 1, 2018, by and among Graphic Packaging Holding Company, a Delaware corporation (“Parent”), Graphic Packaging International Partners, LLC (f/k/a Gazelle Newco LLC), a Delaware limited liability company (“Issuer”), and International Paper Company, a New York corporation (“Impala”).
CONSENT AND WAIVER AGREEMENT dated as of February 16, 2021 among International Paper Company Graphic Packaging Holding Company GPI Holding III, LLC, and Graphic Packaging International Partners, LLCConsent and Waiver Agreement • February 16th, 2021 • Graphic Packaging International, LLC • Paperboard mills
This Consent and Waiver Agreement, dated as of February 16, 2021 (this “Agreement”), is made by and among Graphic Packaging International Partners, LLC (f/k/a Gazelle Newco LLC), a Delaware limited liability company (the “Company”), Graphic Packaging Holding Company, a Delaware corporation (“Parent”), GPI Holding III, LLC, a Delaware limited liability company and wholly owned indirect subsidiary of Parent (“Gazelle Holdco” and, together with the Company and Parent, the “Parent Parties” ), and International Paper Company, a New York corporation (“IP” and, together with the Parent Parties, the “Parties”). Capitalized terms used but not defined herein have the meanings given to such terms in the Exchange Agreement (as defined below).
