Underwriting AgreementUnderwriting Agreement • November 17th, 2006 • Horizon Lines, Inc. • Water transportation • New York
Certain stockholders named in Schedule II hereto (the “Selling Stockholders”) of Horizon Lines, Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to the Underwriter named in Schedule I hereto (the “Underwriter”) an aggregate of 2,355,083 shares (the “Shares”) of the Common Stock (“Stock”), par value $0.01 per share, of the Company.
HORIZON LINES, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Rights Agent 382 RIGHTS AGREEMENT Dated as of August 27, 2012Rights Agreement • August 28th, 2012 • Horizon Lines, Inc. • Water transportation • Delaware
WHEREAS, (a) the Company and certain of its Subsidiaries (as hereinafter defined) have generated certain Tax Benefits (as hereinafter defined) for United States federal income tax purposes; (b) the Company desires to avoid an “ownership change” within the meaning of Section 382 of the Code (as hereinafter defined), and thereby preserve the Company’s current ability to utilize such Tax Benefits, and (c) in furtherance of such objective, the Company desires to enter into this Agreement; and
REGISTRATION RIGHTS AGREEMENT by and among Horizon Lines, LLC the Guarantors Listed on the Signature Pages hereto and Purchasers Dated as of October 5, 2011Registration Rights Agreement • October 6th, 2011 • Horizon Lines, Inc. • Water transportation • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 5, 2011, by and among Horizon Lines, LLC, a Delaware limited liability company (the “Company”), the guarantors listed on Schedule I hereto (collectively, the “Guarantors”) and the Purchasers, governing the Company’s Second Lien Senior Secured Notes due 2016 (the “Initial Notes”), which are fully and unconditionally guaranteed by the Guarantors (the “Guarantees”). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • March 2nd, 2005 • Horizon Lines, Inc. • New York
H-Lines Finance Holding Corp., a Delaware corporation, (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $160,000,000 aggregate principal amount at maturity of its 11.00% Senior Discount Notes due 2013. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company agrees with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
WARRANT AGREEMENT Dated as of December 7, 2011 between HORIZON LINES, INC., and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Warrant Agent Warrants for Common StockWarrant Agreement • December 13th, 2011 • Horizon Lines, Inc. • Water transportation • New York
WARRANT AGREEMENT dated as of December 7, 2011 (this “Agreement”), between Horizon Lines, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., as warrant agent (the “Warrant Agent”).
Underwriting AgreementUnderwriting Agreement • September 19th, 2005 • Horizon Lines, Inc. • Water transportation • New York
Horizon Lines, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [ ] shares of the Common Stock (“Stock”), par value $0.01 per share, of the Company and, at the election of the Underwriters, up to [ ] additional shares of Stock, and certain stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of [ ] shares of Stock and, at the election of the Underwriters, up to [ ] additional shares of Stock. The aggregate of [ ] shares to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of [ ] additional shares to be sold by the Company and the Selling Stockholders is herein called the “Optional Shares.” The Firm Shares and the Optional Shares that the Underw
HORIZON LINES, INC. AMENDED AND RESTATED EQUITY INCENTIVE PLAN STOCK OPTION AWARD AGREEMENTStock Option Award Agreement • November 2nd, 2005 • Horizon Lines, Inc. • Water transportation • New York
HORIZON LINES, INC., a Delaware corporation (the “Company”), hereby grants to John Keenan (the “Participant”) the following option (the “Option”) to purchase Shares, subject to the following and pursuant to the Horizon Lines, Inc. Amended and Restated Equity Incentive Plan (the “Plan”).
CREDIT AGREEMENT Dated as of October 5, 2011 by and among HORIZON LINES, INC., as Parent, HORIZON LINES, LLC, as Borrower, THE LENDERS THAT ARE SIGNATORIES HERETO, as the Lenders, and WELLS FARGO CAPITAL FINANCE, LLC, as Administrative Agent WELLS...Credit Agreement • October 6th, 2011 • Horizon Lines, Inc. • Water transportation • New York
THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 5, 2011, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HORIZON LINES, INC., a Delaware corporation (“Parent”) and HORIZON LINES, LLC, a Delaware corporation (“Borrower”).
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • April 13th, 2005 • Horizon Lines, Inc. • Water transportation • New York
This Agreement (this “Agreement”) is made and entered into as of January 14, 2005, by and between H-Lines Holding Corp. (the “Company”), a Delaware corporation, and Robert S. Zuckerman (the “Purchaser”).
H-LINES FINANCE HOLDING CORP., as Issuer, and THE BANK OF NEW YORK TRUST COMPANY, N.A., as TrusteeIndenture • March 2nd, 2005 • Horizon Lines, Inc. • New York
INDENTURE dated as of December 10, 2004 between H-Lines Finance Holding Corp., a Delaware corporation, as issuer (the “Issuer”), and The Bank of New York Trust Company, N.A., a national banking association, as Trustee (the “Trustee”).
WARRANT AGREEMENT Dated as of April 9, 2012 between HORIZON LINES, INC., and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Warrant Agent Warrants for Common StockWarrant Agreement • April 13th, 2012 • Horizon Lines, Inc. • Water transportation • New York
WARRANT AGREEMENT dated as of April 9, 2012 (this “Agreement”), between Horizon Lines, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., as warrant agent (the “Warrant Agent”).
HORIZON LINES, INC. AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE Dated as of December 7, 2011 Redemption NotesIndenture • December 13th, 2011 • Horizon Lines, Inc. • Water transportation • New York
INDENTURE dated as of December 7, 2011 between Horizon Lines, Inc., a Delaware corporation, as issuer (hereinafter sometimes called the “Company,” as more fully set forth in Section 1.01), and The Bank of New York Mellon Trust Company, N.A., as trustee (hereinafter sometimes called the “Trustee,” as more fully set forth in Section 1.01).
JOINDER NO. 1 TO GUARANTY AND SECURITY AGREEMENTJoinder to Guaranty and Security Agreement • March 26th, 2014 • Horizon Lines, Inc. • Water transportation
Joinder No. 1 (this “Joinder”), dated as of March 6, 2014 by and among Road Raiders Transportation, Inc., a Delaware corporation (the “New Subsidiary”), and U.S. BANK NATIONAL ASSOCIATION, not in its individual capacity, but solely as collateral agent and ship mortgage trustee for the Secured Parties (as defined below) (in such capacities, together with its successors and assigns, if any, the “Collateral Agent”) to the Continuing Guaranty dated as of January 31, 2013 (the “Guaranty”) and the Security and Pledge Agreement dated as of January 31, 2013 (the “Security Agreement”), by and among the Grantors listed on the signature thereto any other Person who executed a joinder in the form hereof and Collateral Agent.
JOINDER NO. 2 TO ABL SECURITY AGREEMENTJoinder to Security Agreement • March 26th, 2014 • Horizon Lines, Inc. • Water transportation
Joinder No. 2 (this “Joinder”), dated as of March 6, 2014 by and among Road Raiders Inland, Inc., a Delaware corporation (the “New Subsidiary”), and WELLS FARGO CAPITAL FINANCE, LLC, in its capacity as agent for the Secured Party and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”).
Horizon Lines, Inc. Registration Rights AgreementRegistration Rights Agreement • August 13th, 2007 • Horizon Lines, Inc. • Water transportation • New York
Horizon Lines, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) its 4.25% Convertible Senior Notes due 2012 (the “Securities”). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company agrees with the Purchasers for the benefit of Holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
PURCHASE AGREEMENT by and between H-LINES HOLDING CORP. (Company) and JAMES G. CAMERON (Purchaser) Dated as of January 28, 2005Purchase Agreement • March 2nd, 2005 • Horizon Lines, Inc. • New York
PURCHASE AGREEMENT, dated as of January 28, 2005 (this “Agreement”), by and between H-Lines Holding Corp., a Delaware corporation (the “Company”), and James G. Cameron (the “Purchaser”).
Underwriting AgreementUnderwriting Agreement • August 31st, 2006 • Horizon Lines, Inc. • Water transportation • New York
Certain stockholders named in Schedule II hereto (the “Selling Stockholders”) of Horizon Lines, Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 5,300,000 shares (the “Firm Shares”) of the Common Stock (“Stock”), par value $0.01 per share, of the Company and, at the election of the Underwriters, up to 795,000 additional shares of Stock (the “Optional Shares”). The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares.”
SECURITY AND PLEDGE AGREEMENT Dated as of October 5, 2011 among Each Grantor From Time to time Party Hereto andSecurity and Pledge Agreement • November 4th, 2011 • Horizon Lines, Inc. • Water transportation • New York
This SECURITY AND PLEDGE AGREEMENT (this “Agreement”), is entered into as of October 5, 2011, by and among the Grantors listed on the signature pages hereof and those additional Persons that hereafter become parties hereto by executing a Joinder (as defined below) (each, a “Grantor”, and collectively, the “Grantors”), and U.S. BANK NATIONAL ASSOCIATION as collateral agent for the Secured Parties (as defined below) (in such capacity, together with its successors and assigns in such capacity, “Collateral Agent”).
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • June 5th, 2013 • Horizon Lines, Inc. • Water transportation • North Carolina
RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”), dated as of June 1, 2013 (the “Grant Date”), by and between William A. Hamlin (the “Participant”) and Horizon Lines, Inc., a Delaware corporation (the “Company”), is made pursuant to and subject to the provisions of the Company’s 2013 Incentive Compensation Plan (the “Plan”). The Plan, as it may be amended from time to time, is incorporated herein by reference. All terms used herein that are defined in the Plan shall have the meanings given to them in the Plan.
Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • March 2nd, 2005 • Horizon Lines, Inc. • New York
Horizon Lines, LLC, a Delaware limited liability company (the “Company”), and Horizon Lines Holding Corp., a Delaware corporation, (“Parent” and together with the Company, the “Issuers”), propose to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $250,000,000 aggregate principal amount of their 9.00% Senior Notes due 2012, which are guaranteed by the subsidiaries of Parent listed on the signature pages hereof. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Issuers and the Guarantors (as defined herein) agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 24th, 2012 • Horizon Lines, Inc. • Water transportation • Delaware
This INDEMNIFICATION AGREEMENT (this “Agreement”) is made effective February , 2012, by and among HORIZON LINES, INC., a Delaware corporation (“Parent”), HORIZON LINES HOLDING CORP., a Delaware corporation (“HLHC”), HORIZON LINES, LLC, a Delaware limited liability company (“LLC”; together with Parent and HLHC, the “Companies”), and (“Indemnitee”).
AGREEMENT AND PLAN OF MERGER Dated as of November 11, 2014 by and among MATSON NAVIGATION COMPANY, INC. HOGAN ACQUISITION INC. and HORIZON LINES, INC.Merger Agreement • November 13th, 2014 • Horizon Lines, Inc. • Water transportation • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of November 11, 2014 (this “Agreement”), is entered into by and among Matson Navigation Company, Inc., a Hawaii corporation (“Parent”), Hogan Acquisition Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Horizon Lines, Inc., a Delaware corporation (the “Company”). Defined terms used herein have the meanings set forth in Section 8.13.
CREDIT AGREEMENT among HORIZON LINES, INC., as Borrower, CERTAIN SUBSIDIARIES OF THE BORROWER FROM TIME TO TIME PARTIES HERETO, as Guarantors, THE LENDERS PARTIES HERETO, BANK OF AMERICA, N.A., as Syndication Agent, GOLDMAN SACHS CREDIT PARTNERS L.P.,...Credit Agreement • August 13th, 2007 • Horizon Lines, Inc. • Water transportation • New York
CREDIT AGREEMENT, dated as of August 8, 2007 among HORIZON LINES, INC., a Delaware corporation (the “Borrower”), each of those Subsidiaries of the Borrower identified as a “Guarantor” on the signature pages hereto and such other Subsidiaries of the Borrower as may from time to time become a party hereto, as “Guarantors” (each a “Guarantor” and, collectively, the “Guarantors”), the several banks and other financial institutions as are, or may from time to time become parties to this Agreement (each a “Lender” and, collectively, the “Lenders”) and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent” or the “Agent”).
Underwriting AgreementUnderwriting Agreement • September 22nd, 2005 • Horizon Lines, Inc. • Water transportation • New York
Horizon Lines, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [ ] shares (the “Firm Shares”) of the Common Stock (“Stock”), par value $0.01 per share, of the Company and, at the election of the Underwriters, up to [ ] additional shares of Stock (the “Optional Shares”). The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares.”
AGREEMENT REGARDING THE CONTAINER INTERCHANGE AGREEMENT NOVEMBER 2006 AMENDMENTContainer Interchange Agreement • March 2nd, 2007 • Horizon Lines, Inc. • Water transportation • New York
THIS AGREEMENT REGARDING THE CONTAINER INTERCHANGE AGREEMENT dated as of November 30, 2006 (hereinafter may be referred to as the “NOVEMBER 2006 Amendment”) is made between A.P. Moller as managing owner to A.P. Moller-Maersk A/S now trading as Maersk Line (successor in interest to Aktieselskabet Dampskibsselskabet Svendborg and Dampskibsselskabet af 1912, Aktieselskab (“Maersk”), Horizon Lines, LLC (“HL”), Horizon Lines of Puerto Rico, Inc. (“HLPR”), and Horizon Lines of Alaska, LLC (“HLA”), and amends the Container Interchange Agreement dated April 1, 2002 among the Parties, as amended by the Agreement Regarding the Container Interchange Agreement dated May 9, 2004 among the Parties (as so amended, the “Container Interchange Agreement”).
First Amended and Restated Employment AgreementEmployment Agreement • September 19th, 2005 • Horizon Lines, Inc. • Water transportation • New York
This First Amended and Restated Employment Agreement, dated as of September 16, 2005 (the “Agreement”), is made by and between Horizon Lines, LLC, a Delaware limited liability company (together with any successor thereto, the “Company”) and M. Mark Urbania (the “Executive”).
HORIZON LINES, INC. AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE Dated as of [—], 2011 Redemption NotesIndenture • October 31st, 2011 • Horizon Lines, Inc. • Water transportation • New York
INDENTURE dated as of [—], 2011 between Horizon Lines, Inc., a Delaware corporation, as issuer (hereinafter sometimes called the “Company,” as more fully set forth in Section 1.01), and The Bank of New York Mellon Trust Company, N.A., as trustee (hereinafter sometimes called the “Trustee,” as more fully set forth in Section 1.01).
AGREEMENTLease Agreement • March 2nd, 2005 • Horizon Lines, Inc.
AS PARTY OF THE FIRST PART: THE PUERTO RICO PORTS AUTHORITY, a public corporation and governmental Instrumentality of the Commonwealth of Puerto Rico, created by Act No. 125, approved May 7, 1942, as amended, hereinafter referred to as the “Authority”, and represented by Its Acting Executive Director, Jose G. Baquero, Esq., or any other officer acting in his stead.
FIFTH AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • July 8th, 2011 • Horizon Lines, Inc. • Water transportation • New York
This FIFTH AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT (this “Amendment”), dated as of July 8, 2011, is by and between Horizon Lines, Inc. (the “Parent”), a corporation duly organized and existing under the laws of the State of Delaware, and all of its subsidiaries and any successors thereto (collectively with the Parent, the “Company”) and the holder set forth on the signature page (the “Exchanging Holder”) to the Amendment (as hereinafter defined) of the 4.25% convertible senior notes due 2012 (the “Notes”) issued under the Indenture, dated as of August 8, 2007 (as amended, supplemented, or modified from time to time, the “Indenture”), by and between the Parent, as issuer, and The Bank of New York Trust Company, N.A., as Trustee, in the aggregate principal amount of $330,000,000.00. The Exchanging Holder, the Company, and each other person that becomes a party hereto in accordance with the terms hereof shall be referred to herein individually as a “Party” and, collectively, as the “
HORIZON LINES, LLC PURCHASE AGREEMENTPurchase Agreement • October 6th, 2011 • Horizon Lines, Inc. • Water transportation • New York
Horizon Lines, LLC, a Delaware limited liability company (the “Company”) proposes, upon the terms and conditions set forth in this agreement (this “Agreement”), to issue and sell to the purchaser named herein (the “Purchaser”), the aggregate principal amount of its 11.00% First Lien Senior Secured Notes due 2016 (the “First Lien Notes”) that is indicated on the signature page of the Purchaser hereto. The First Lien Notes (i) are to be issued pursuant to an Indenture (the “Indenture”), to be dated of even date herewith and entered into among the Company, the Guarantors (as defined below) party thereto and U.S. Bank National Association, a national banking association, as trustee and collateral agent (in such capacity, the “Trustee”). The Company’s obligations under the First Lien Notes, including the due and punctual payment of interest on the First Lien Notes, will be irrevocably and unconditionally guaranteed (the “Note Guarantees”) by Horizon Lines, Inc., a Delaware corporation (the
NINTH AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • August 22nd, 2011 • Horizon Lines, Inc. • Water transportation • New York
This NINTH AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT (this “Amendment”), dated as of August 19, 2011, is by and between Horizon Lines, Inc. (the “Parent”), a corporation duly organized and existing under the laws of the State of Delaware, and all of its subsidiaries and any successors thereto (collectively with the Parent, the “Company”) and the holder set forth on the signature page (the “Exchanging Holder”) to the Amendment (as hereinafter defined) of the 4.25% convertible senior notes due 2012 (the “Notes”) issued under the Indenture, dated as of August 8, 2007 (as amended, supplemented, or modified from time to time, the “Indenture”), by and between the Parent, as issuer, and The Bank of New York Trust Company, N.A., as Trustee, in the aggregate principal amount of $330,000,000.00. The Exchanging Holder, the Company, and each other person that becomes a party hereto in accordance with the terms hereof shall be referred to herein individually as a “Party” and, collectively, as th
HORIZON LINES, LLC AND U.S. BANK NATIONAL ASSOCIATION, as Trustee and Collateral Agent INDENTURE Dated as of October 5, 2011 Second Lien Senior Secured Notes due 2016Indenture • November 4th, 2011 • Horizon Lines, Inc. • Water transportation • New York
INDENTURE dated as of October 5, 2011 between Horizon Lines, LLC, a Delaware corporation, as issuer, and U.S. Bank National Association, as trustee and collateral agent (hereinafter sometimes called the “Trustee,” as more fully set forth in Section 1.01).
AMENDED AND RESTATED RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • April 13th, 2012 • Horizon Lines, Inc. • Water transportation • New York
This AMENDED AND RESTATED RESTRUCTURING SUPPORT AGREEMENT (as it may be amended, supplemented or otherwise modified as provided herein, this “RSA”), initially dated as of March 26, 2012 and amended and restated as of April 9, 2012, is by and between Horizon Lines, Inc. (the “Parent”), and all of its subsidiaries (collectively with the Parent, the “Company”) and the holder set forth on the signature page hereto (the “Participating Holder”) of the (i) 11.00% first lien secured notes due 2016 (the “First Lien Secured Notes”) issued under the Indenture, dated as of October 5, 2011 (as amended, supplemented, or modified from time to time, the “First Lien Notes Indenture”), by and between Horizon Lines, LLC, as issuer, and U.S. Bank National Association, as Trustee, in the initial aggregate principal amount of $225,000,000.00, (ii) 13-15% second lien secured notes due 2016 (the “Second Lien Secured Notes”) issued under the Indenture, dated as of October 5, 2011 (as amended, supplemented, or
CREDIT AGREEMENT Dated as of October 5, 2011 by and among HORIZON LINES, INC., as Parent, HORIZON LINES, LLC, as Borrower, THE LENDERS THAT ARE SIGNATORIES HERETO, as the Lenders, and WELLS FARGO CAPITAL FINANCE, LLC, as Administrative Agent WELLS...Credit Agreement • November 4th, 2011 • Horizon Lines, Inc. • Water transportation • New York
THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 5, 2011, by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender”, as that term is hereinafter further defined), WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), HORIZON LINES, INC., a Delaware corporation (“Parent”) and HORIZON LINES, LLC, a Delaware corporation (“Borrower”).
FORM OF RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • August 29th, 2011 • Horizon Lines, Inc. • Water transportation • New York
This RESTRUCTURING SUPPORT AGREEMENT (this “RSA”), dated as of August 26, 2011, is by and between Horizon Lines, Inc. (the “Parent”), a corporation duly organized and existing under the laws of the State of Delaware, and all of its subsidiaries and any successors thereto (collectively with the Parent, the “Company”) and the holder set forth on the signature page hereto (the “Exchanging Holder”) of the 4.25% convertible senior notes due 2012 (the “Notes”) issued under the Indenture, dated as of August 8, 2007 (as amended, supplemented, or modified from time to time, the “Indenture”), by and between the Parent, as issuer, and The Bank of New York Trust Company, N.A., as Trustee, in the aggregate principal amount of $330,000,000.00. The principal amount of Notes held by the Exchanging Holders (as defined below) is set forth on a confidential schedule maintained by Paul, Weiss, Rifkind, Wharton & Garrison LLP (“Paul, Weiss”). The Exchanging Holder, the Company, and each other person that b
