Hicks Acquisition Company II, Inc. 15,000,000 Units1 Common Stock Warrants UNDERWRITING AGREEMENTUnderwriting Agreement • October 8th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks • New York
Citigroup Global Markets Inc. As Representative of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013
INDEMNITY AGREEMENTIndemnity Agreement • January 19th, 2012 • Hicks Acquisition CO II, Inc. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 13, 2012, by and between HICKS ACQUISITION COMPANY II, INC., a Delaware corporation (the “Company”), and James C. Musselman (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 8th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of ___, 2010, is made and entered into by and among Hicks Acquisition Company II, Inc., a Delaware corporation (the “Company”), HH-HACII, L.P., a Delaware limited partnership (the “Sponsor”), Thomas O. Hicks (the “Founder”), the undersigned parties listed under Holder on the signature page hereto and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement (each such party, the Founder and the Sponsor, a “Holder” and collectively the “Holders”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 15th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks • New York
This Agreement is made effective as of October 8, 2010 by and between Hicks Acquisition Company II, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”).
SPONSOR WARRANTS PURCHASE AGREEMENTSponsor Warrants Purchase Agreement • June 28th, 2010 • Hicks Acquisition CO II, Inc. • Delaware
THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of June 23, 2010 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between HH-HACII, L.P., a Delaware limited partnership (the “Sponsor”) and Hicks Acquisition Company II, Inc. (the “Company”).
CONTRIBUTION AGREEMENTContribution Agreement • March 11th, 2011 • Hicks Acquisition CO II, Inc. • Blank checks
This Contribution Agreement, dated as of March 7, 2011 (this “Agreement”), is made and entered into by and between Hicks Acquisition Company II, Inc. (the “Company”) and William F. Quinn (the “Stockholder”).
Re: Initial Public OfferingUnderwriting Agreement • October 8th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks
This letter (“Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Hicks Acquisition Company II, Inc., a Delaware corporation (the “Company”) and Citigroup Global Markets Inc., as representative of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Offering”), of 15,000,000 of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one warrant exercisable for one share of Common Stock (each, a “Warrant”). The Units sold in the Offering shall be quoted and traded on the Over-the-Counter Bulletin Board pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the Securities and Exchange Commission (the “Commission”). Certain capitalized terms used herein are defined in paragraph 8 hereof.
Re: Initial Public OfferingUnderwriting Agreement • October 8th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks
This letter (“Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Hicks Acquisition Company II, Inc., a Delaware corporation (the “Company”) and Citigroup Global Markets Inc., as representative of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Offering”), of 15,000,000 of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one warrant exercisable for one share of the Common Stock (each, a “Warrant”). The Units sold in the Offering shall be quoted and traded on the Over-the-Counter Bulletin Board pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the Securities and Exchange Commission (the “Commission”). Certain capitalized terms used herein are defined in paragraph 11 hereof.
AMENDMENT NO. 2 TO EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • July 2nd, 2012 • Hicks Acquisition CO II, Inc. • Blank checks • Delaware
This Amendment No. 2 to Equity Purchase Agreement, dated as of June 26, 2012 (this “Amendment”), is entered into by and among Hicks Acquisition Company II, Inc., a Delaware corporation (“Buyer”), HH-HACII, L.P., a Delaware limited partnership (the “Sponsor”), Appleton Papers Inc., a Delaware corporation (“Appleton”), and Paperweight Development Corp., a Wisconsin corporation (“PDC”).
CROSS PURCHASE AGREEMENT among PAPERWEIGHT DEVELOPMENT CORP. AND HICKS ACQUISITION COMPANY II, INC. Dated as of May 16, 2012Cross Purchase Agreement • May 18th, 2012 • Hicks Acquisition CO II, Inc. • Blank checks • Delaware
This CROSS PURCHASE AGREEMENT is dated as of May 16, 2012 (this “Agreement”) and is among HICKS ACQUISITION COMPANY II, INC., a Delaware corporation (“Buyer”), and PAPERWEIGHT DEVELOPMENT CORP., a Wisconsin corporation (“PDC”).
EQUITY PURCHASE AGREEMENT among PAPERWEIGHT DEVELOPMENT CORP., APPLETON PAPERS INC., HICKS ACQUISITION COMPANY II, INC. and HH-HACII, L.P. Dated as of May 16, 2012Equity Purchase Agreement • May 18th, 2012 • Hicks Acquisition CO II, Inc. • Blank checks • Delaware
This EQUITY PURCHASE AGREEMENT is dated as of May 16, 2012 (this “Agreement”) and is among HICKS ACQUISITION COMPANY II, INC., a Delaware corporation (“Buyer”), PAPERWEIGHT DEVELOPMENT CORP., a Wisconsin corporation (“PDC”), APPLETON PAPERS INC., a Delaware corporation (the “Company”), and HH-HACII, L.P., a Delaware limited partnership (“Founder”).
AMENDMENT NO. 1 TO EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • June 22nd, 2012 • Hicks Acquisition CO II, Inc. • Blank checks • Delaware
This Amendment No. 1 to Equity Purchase Agreement, dated as of June 20, 2012 (this “Amendment”), is entered into by and among Hicks Acquisition Company II, Inc., a Delaware corporation (“Buyer”), HH-HACII, L.P., a Delaware limited partnership (the “Sponsor”), Appleton Papers Inc., a Delaware corporation (“Appleton”), and Paperweight Development Corp., a Wisconsin corporation (“PDC”).
WARRANT AGREEMENT HICKS ACQUISITION COMPANY II, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Warrant Agent WARRANT AGREEMENT Dated as of October 8, 2010Warrant Agreement • October 15th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of October 8, 2010, is by and between Hicks Acquisition Company II, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as Warrant Agent (the “Warrant Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 28th, 2010 • Hicks Acquisition CO II, Inc. • Delaware
This Securities Purchase Agreement (this “Agreement”), effective as of June 15, 2010, is made and entered into by and between Hicks Acquisition Company II, Inc., a Delaware corporation (the “Company”), and HH-HACII, L.P., a Delaware limited partnership (“Buyer”).
WARRANT AGREEMENT HICKS ACQUISITION COMPANY II, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Warrant Agent WARRANT AGREEMENT Dated as of , 2010Warrant Agreement • October 8th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2010, is by and between Hicks Acquisition Company II, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as Warrant Agent (the “Warrant Agent”).
CONTRIBUTION AGREEMENTContribution Agreement • March 11th, 2011 • Hicks Acquisition CO II, Inc. • Blank checks
This Contribution Agreement, dated as of March 7, 2011 (this “Agreement”), is made and entered into by and between Hicks Acquisition Company II, Inc. (the “Company”) and HH-HACII, L.P., a Delaware limited partnership (the “Sponsor”).
INDEMNITY AGREEMENTIndemnification Agreement • August 4th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of ____________, 2010, by and between HICKS ACQUISITION COMPANY II, INC., a Delaware corporation (the “Company”), and (“Indemnitee”).
SECURITIES ASSIGNMENT AGREEMENTSecurities Assignment Agreement • August 4th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks
This Securities Assignment Agreement (this “Assignment”), dated as of July 30, 2010, is made and entered into by and among HH-HACII, L.P., a Delaware limited partnership (the “Seller”) and the parties identified on the signature page hereto (each a “Buyer” and collectively, the “Buyers”).
CONTRIBUTION AGREEMENTContribution Agreement • October 8th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks
This Contribution Agreement (this “Agreement”), dated as of October 8, 2010, is made and entered into by and between Hicks Acquisition Company II, Inc. (the “Company”) and HH-HACII, L.P., a Delaware limited partnership, (the “Sponsor”).
AGREEMENTTermination Agreement • July 13th, 2012 • Hicks Acquisition CO II, Inc. • Blank checks • Delaware
This Agreement is dated as of July 13, 2012 (the “Agreement”) by and among Hicks Acquisition Company II, Inc., a Delaware corporation (“Buyer”), Paperweight Development Corp., a Wisconsin corporation (“PDC”), and Appleton Papers Inc., a Delaware corporation (“Appleton”).
CONTRIBUTION AGREEMENTContribution Agreement • October 8th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks
This Contribution Agreement (this “Agreement”), dated as of October 8, 2010, is made and entered into by and between Hicks Acquisition Company II, Inc. (the “Company”) and William F. Quinn (“Seller”).
Hicks Acquisition Company II, Inc. 100 Crescent Court, Suite 1200 Dallas, Texas 75201Securities Assignment Agreement • August 30th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks
This letter amends certain provisions of that certain Securities Assignment Agreement, dated July 30, 2010 (the “Assignment”), by and among HH-HACII, L.P. a Delaware limited partnership (the “Seller”), and the parties identified on the signature page thereto (collectively, the “Buyers”). Capitalized terms used but not defined herein shall have the meaning set forth in the Assignment.
SECURITIES ASSIGNMENT AGREEMENTSecurities Assignment Agreement • January 19th, 2012 • Hicks Acquisition CO II, Inc. • Blank checks
This Securities Assignment Agreement (this “Assignment”), dated as of January 13, 2012, is made and entered into by and among HH-HACII, L.P., a Delaware limited partnership (the “Seller”) and the party identified on the signature page hereto (the “Buyer”).
HICKS ACQUISITION COMPANY II, INC. June 23, 2010Administrative Services Agreement • June 28th, 2010 • Hicks Acquisition CO II, Inc. • Texas
This letter will confirm our agreement that, commencing on the date the securities of Hicks Acquisition Company II, Inc. (the “Company”) are first quoted on the Over-The-Counter Bulletin Board quotation system (the “Quoting Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Hicks Holdings Operating LLC shall make available to the Company, at 100 Crescent Court, Suite 1200, Dallas, Texas 75201 (or any successor location of Hicks Holdings Operating LLC), certain office space, utilities and secretarial support as may be reasonably required by the Company. In exchange therefor, the Company shall pay Hicks Holdings Operating LLC the s
January 13, 2012Letter Agreement • January 19th, 2012 • Hicks Acquisition CO II, Inc. • Blank checks
This letter (“Letter Agreement”) is being delivered to you in accordance with respect to the underwritten initial public offering (the “Offering”), by Hicks Acquisition Company II, Inc. (the “Company”) of 15,000,000 of units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one warrant exercisable for one share of Common Stock (each, a “Warrant”). The Units sold in the Offering are quoted and traded on the Over-the-Counter Bulletin Board pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the Securities and Exchange Commission (the “Commission”). Certain capitalized terms used herein are defined in paragraph 6 hereof.
CONTRIBUTION AGREEMENTContribution Agreement • October 8th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks
This Contribution Agreement (this “Assignment”), dated as of October 8, 2010, is made and entered into by and between Hicks Acquisition Company II, Inc. (the “Company”) and William A. Montgomery (“Seller”).
