REGISTRATION RIGHTS AGREEMENT Dated as of February 16, 2004 by and among UNITED BISCUITS FINANCE PLC AND REGENTREALM LIMITED AND DEUTSCHE BANK AG LONDONRegistration Rights Agreement • March 30th, 2004 • United Biscuits Finance PLC • Food and kindred products • New York
This Registration Rights Agreement is dated as of February 16, 2004, and is by and among United Biscuits Finance plc, a company organized and existing under the laws of England and Wales (the “Issuer”), Regentrealm Limited, a company organized and existing under the laws of England and Wales and each other entity that hereinafter executes this agreement as a guarantor (the “Guarantors”) and Deutsche Bank AG London the “Initial Purchaser”).
FIRST SUPPLEMENTAL INDENTURE DATED AS OF FEBRUARY 16, 2004 to the INDENTURE among UNITED BISCUITS FINANCE plc as Issuer, REGENTREALM LIMITED as Guarantor, and THE BANK OF NEW YORK as TrusteeSupplemental Indenture • March 30th, 2004 • United Biscuits Finance PLC • Food and kindred products • New York
The Issuer, the Guarantor and the Trustee are parties to an Indenture dated as of April 17, 2001 (the “Indenture”) providing for the issuance of £120,000,000 aggregate principal amount of 103/4% Senior Subordinated Notes due 2011 and €160,000,000 aggregate principal amount of 105/8% Senior Subordinated Notes due 2011.
weil, gotshal & mangesSenior Subordinated Notes Agreement • April 30th, 2004 • United Biscuits Finance PLC • Food and kindred products
We have acted as your legal advisers as to English law in connection with the issue of the Exchange Notes and have taken instructions solely from you.
AMENDMENT AGREEMENT IN RESPECT OF SUBORDINATION AGREEMENTSubordination Agreement • March 30th, 2004 • United Biscuits Finance PLC • Food and kindred products
Dated 13 March 2003 UNITED BISCUITS (EQUITY) LIMITED CINVEN LIMITED PAI MANAGEMENT SAS UNITED BISCUITS GROUP (INVESTMENTS) LIMITED FINALREALM LIMITED AND OTHERS NABISCO INTERNATIONAL, INC. DBCP EUROPE GP (JERSEY) LIMITED MIDOCEAN ASSOCIATES SPC...Second Supplemental Agreement • March 24th, 2003 • United Biscuits Finance PLC • Food and kindred products • England
WHEREAS this Second Supplemental Agreement is supplemental to the Consortium Agreement, Shareholders Agreement and the Supplemental Agreement and is entered into for the following purposes, namely: for each Consenting Party to consent to the Transaction and for each of the parties hereto to make consequential amendments to the Shareholders Agreement, the Consortium Agreement, the First Supplemental Agreement and the Articles of Association arising out of a change in ownership of DBCP Jersey.
abcdefg Variation Agreement (Sub-Licence) Merola Finance B.V. And United Biscuits Iberia S.L.Variation Agreement (Sub-Licence) • March 24th, 2003 • United Biscuits Finance PLC • Food and kindred products
Dated 14th December, 1999 as amended and restated pursuant to a supplemental agreement dated 1 March 2004 UNITED BISCUITS GROUP (INVESTMENTS) LIMITED as the Parent REGENTREALM LIMITED as Regentrealm REGENTREALM LIMITED AND OTHERS as Borrowers and...Loan Agreement • March 30th, 2004 • United Biscuits Finance PLC • Food and kindred products
THIS FACILITIES AGREEMENT is made 14 December, 1999 and is amended and restated pursuant to a supplemental agreement dated 1 March 2004.
Dated 14th December, 1999 as amended and restated pursuant to a seventh supplemental agreement dated 23 September 2004Facilities Agreement • September 29th, 2004 • United Biscuits Finance PLC • Food and kindred products
THIS FACILITIES AGREEMENT is made 14 December, 1999 and is amended and restated pursuant to a supplemental agreement dated 23 September 2004.
INTRA-GROUP LOAN AGREEMENTIntra-Group Loan Agreement • March 30th, 2004 • United Biscuits Finance PLC • Food and kindred products • England
The Lender has issued 45,000,000 103/4% Senior Subordinated Notes due 2011 (the “Sterling Notes”) and €32,500,000 105/8% Senior Subordinated Notes due 2011 (the “Euro Notes”, and together with the Sterling Notes, the “Notes”); and
AMENDED AND RESTATED MERGER AGREEMENT between DELUXESTAR LIMITED AND OTHERS (1) and NABISCO INTERNATIONAL, INC. (2) Ashurst Morris Crisp Broadwalk House LONDON EC2A 2HA NJS/D758.00004/1765328Merger Agreement • March 24th, 2003 • United Biscuits Finance PLC • Food and kindred products
WHEREAS this Agreement is intended to restate and to replace in its entirety the Merger Agreement dated 17 March 2000 made between Nabisco, Bladeland, Deluxestar, Finalrealm and Hillsdown Holdings Limited (the “Merger Agreement”) as amended by a supplemental agreement dated 17 April, 2000 made between those parties and others.
weil, gotshal & mangesExchange Notes Agreement • May 12th, 2004 • United Biscuits Finance PLC • Food and kindred products
We have acted as your legal advisers as to English law in connection with the issue of the Exchange Notes and have taken instructions solely from you.
DATED as of 23 September 2004Seventh Supplemental Agreement • September 29th, 2004 • United Biscuits Finance PLC • Food and kindred products
