AMENDMENT NUMBER FIVE TO AMENDED AND RESTATED CREDIT AGREEMENT AND AMENDMENT NUMBER TWO TO AMENDED AND RESTATED SECURITY AGREEMENTCredit Agreement • April 4th, 2017 • Jack Cooper Holdings Corp. • Trucking (no local) • California
THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of June 18, 2013, 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 agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), JACK COOPER HOLDINGS CORP., a Delaware corporation (“Parent”) and the Subsidiaries of Parent identified on the signature pages hereof (such Subsidiaries, together with Parent, are referred to hereinafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”).
AMENDED AND RESTATED AMENDMENT NUMBER ONE TO CREDIT AGREEMENT andCredit Agreement • June 15th, 2017 • Jack Cooper Holdings Corp. • Trucking (no local) • New York
THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of October 28, 2016, 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), WILMINGTON TRUST, NATIONAL ASSOCIATION, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), JACK COOPER HOLDINGS CORP., a Delaware corporation (“Borrower”).
AMENDED AND RESTATED AMENDMENT NUMBER FIVE TO AMENDED AND RESTATED CREDIT AGREEMENT AND AMENDMENT NUMBER TWO TO AMENDED AND RESTATED SECURITY AGREEMENTCredit Agreement • June 15th, 2017 • Jack Cooper Holdings Corp. • Trucking (no local) • California
THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), is entered into as of June 18, 2013, 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 agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), JACK COOPER HOLDINGS CORP., a Delaware corporation (“Parent”) and the Subsidiaries of Parent identified on the signature pages hereof (such Subsidiaries, together with Parent, are referred to hereinafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”).
JACK COOPER HOLDINGS CORP., as Issuer THE GUARANTORS PARTY HERETO FROM TIME TO TIME, as Guarantors ____________________ 13.75% SENIOR SECURED NOTES DUE 2023 ____________________ INDENTURE DATED AS OF June 30, 2017 ____________________ U.S. BANK...Indenture • July 7th, 2017 • Jack Cooper Holdings Corp. • Trucking (no local) • New York
This Indenture, dated as of June 30, 2017, is by and among Jack Cooper Holdings Corp., a Delaware corporation (the “Issuer”), the Guarantors (as defined herein) and U.S. Bank National Association, a national banking association, as trustee (in such capacity and not in its individual capacity, the “Trustee”) and as Collateral Agent (as defined herein).
SUPPORT AGREEMENTSupport Agreement • June 15th, 2017 • Jack Cooper Holdings Corp. • Trucking (no local) • New York
This SUPPORT AGREEMENT is made and entered into as of June __, 2017 (as amended, supplemented or otherwise modified in accordance herewith, this “JCEI Support Agreement”) by (i) Jack Cooper Enterprises, Inc., a Delaware corporation (“JCEI”); and (ii) the undersigned holders of Existing JCEI Notes (as defined below) issued pursuant to the Existing JCEI Notes Indenture (as defined below) (the “Consenting JCEI Noteholders”) with respect to a restructuring of JCEI’s outstanding obligations under the Existing JCEI Notes and all other claims (as defined in section 101(5) of the Bankruptcy Code) arising thereunder against JCEI (the “Restructuring”) as contemplated by the Amended and Restated Offer to Purchase and Offering Memorandum and Disclosure Statement Soliciting Acceptances of a Prepackaged Plan of Reorganization attached hereto as Exhibit A (the “Offering Memorandum”). Each party to this JCEI Support Agreement may be referred to as a “Party” and, collectively, as the “Parties.” Capital
AMENDMENT NO. 2 TO CREDIT AGREEMENT and AMENDMENT NO. 1 TO SECURITY AGREEMENTCredit Agreement • November 2nd, 2016 • Jack Cooper Holdings Corp. • Trucking (no local)
AMENDMENT NO. 2 to the Credit Agreement (as defined below) and AMENDMENT NO. 1 to the Security Agreement (as defined below), dated as of October 28, 2016 (this “Amendment”), among Jack Cooper Holdings Corp., a Delaware corporation (the “Borrower”), certain subsidiaries of the Borrower as guarantors (the “Guarantors”), the lenders party hereto (collectively, the “Lenders”) and MSDC JC Investments, LLC, as agent for the Lenders (in such capacity, the “Agent”).
RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • June 15th, 2017 • Jack Cooper Holdings Corp. • Trucking (no local) • New York
This RESTRUCTURING SUPPORT AGREEMENT is made and entered into as of June 15, 2017 (as amended, supplemented or otherwise modified in accordance herewith, this “Support Agreement”) by each of (i) (a) Jack Cooper Holdings Corp., a Delaware corporation (“JCHC”), (b) Jack Cooper Enterprises, Inc., a Delaware corporation (“JCEI”) and (c) the parties listed on Schedule I hereto (the “Guarantor Parties,” and each of the entities in this clause (i) a “Company Party” and collectively, the “Company Parties”); and (ii) the undersigned holders of Existing JCHC Notes (as defined below) issued pursuant to the Existing JCHC Notes Indenture (as defined below) (the “Consenting Noteholders”) with respect to a restructuring of the Company Parties’ outstanding obligations under the Existing Notes (as defined below) and all other claims (as defined in section 101(5) of the Bankruptcy Code) arising thereunder against the Company Parties (the “Restructuring”) as contemplated by the term sheet attached hereto
SEPARATION, RESTRICTIVE COVENANTS, AND CONSULTING AGREEMENTSeparation, Restrictive Covenants, and Consulting Agreement • October 27th, 2016 • Jack Cooper Holdings Corp. • Trucking (no local) • Kansas
This SEPARATION, RESTRICTIVE COVENANTS, AND CONSULTING AGREEMENT (this “Agreement”) is made and entered into as of the 21st day of October, 2016 (the “Execution Date”) to be effective as of September 19, 2016 (the “Effective Date”) by and between: (a) Jack Cooper Holdings Corp. (the “Company”; and, together with its parent company and its direct and indirect subsidiaries, the “JC Companies”); and (b) Michael S. Testman, an individual and resident of the state of Missouri (“Executive”). This Agreement is made under the following circumstances and understandings of the parties hereto:
AMENDMENT NUMBER FOUR TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 2nd, 2016 • Jack Cooper Holdings Corp. • Trucking (no local)
This Amendment Number Four to Amended and Restated Credit Agreement (this “Amendment”) is entered into as of October 28, 2016, by and among the lenders identified on the signature pages hereof (such lenders, together with their respective successors and assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), on the one hand, and JACK COOPER HOLDINGS CORP., a Delaware corporation (“Parent”), and the Subsidiaries of Parent identified on the signature pages hereof (such Subsidiaries, together with Parent, are referred to hereinafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”), and the undersigned Guarantors, on the other hand, in light of the following:
Jack Cooper Holdings Corp. Kansas City, MO 64106Offer of Continued Employment • October 27th, 2016 • Jack Cooper Holdings Corp. • Trucking (no local) • Missouri
Please accept this letter agreement as an offer of continued employment with Jack Cooper Holdings Corp. (the “Company”; and, together with its parent company and its direct and indirect subsidiaries, the “JC Companies”). If you accept this offer of continued employment by signing at the bottom of this letter agreement, your continued employment with the Company will be based upon the terms and conditions set forth herein effective as of May 1, 2015 (the “Effective Date”).
WARRANT AGREEMENT Dated as of October 28, 2016 JACK COOPER ENTERPRISES, INC. Warrants to Purchase Shares of Class B Common StockWarrant Agreement • November 2nd, 2016 • Jack Cooper Holdings Corp. • Trucking (no local) • New York
FOURTH SUPPLEMENTAL INDENTUREFourth Supplemental Indenture • July 7th, 2017 • Jack Cooper Holdings Corp. • Trucking (no local) • New York
FOURTH SUPPLEMENTAL INDENTURE, dated as of June 30, 2017 (this “Supplemental Indenture”), among the Guarantors listed on Schedule I hereto (the “Guarantors”), Jack Cooper Holdings Corp., a Delaware corporation (the “Issuer”) and U.S. Bank National Association, a national banking association, as Trustee and Collateral Agent (the “Trustee”) under the Indenture referred to below.
