EXHIBIT 4.1 OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT FORT HOWARD CORPORATION OFFER TO PURCHASE FOR CASH AND SOLICITATION OF CONSENTS ------------------------ Fort Howard Corporation, a Delaware corporation ("Fort Howard"), hereby offers,...Fort Howard Corp • September 15th, 1997 • Paper mills
ANNEX I FORT JAMES CORPORATION CREDIT AGREEMENT dated as of August 13, 1997 amended and restated as of October 31, 1997 CHASE SECURITIES INC. BT SECURITIES CORPORATION BANCAMERICA SECURITIES, INC. NATIONSBANC CAPITAL MARKETS, INC. AS ARRANGERS THE...Credit Agreement • November 21st, 1997 • Fort Howard Corp • Paper mills • New York
BY AND AMONGAgreement and Plan of Merger • May 13th, 1997 • Fort Howard Corp • Paper mills • New York
Exhibit 4.1(A) -------------- AMENDMENT NO. 1 TO CREDIT AGREEMENT AMENDMENT No. 1, dated as of April 8, 1996 ("Amendment"), to the Credit Agreement, dated as of March 8, 1995 (the "Credit Agreement"), by and among FORT HOWARD CORPORATION, a Delaware...Credit Agreement • February 4th, 1997 • Fort Howard Corp • Paper mills • New York
b) MIP BONUS. The Company will pay you a bonus in the amount of $363,000 (the "1996 BONUS") pursuant to the terms of the Company's Management Incentive Plan (the "MIP") for the year ending December 31, 1996. The 1996 Bonus will be paid to you at the...Letter Agreement • February 4th, 1997 • Fort Howard Corp • Paper mills • New York
WITNESSETH:Supplemental Indenture • November 21st, 1997 • Fort Howard Corp • Paper mills • New York
May 4, 1997 James River Corporation of Virginia 120 Tredegar Street Richmond, Virginia 23219 Attention: Clifford A. Cutchins, IV Ladies and Gentlemen: The undersigned understands that James River Corporation of Virginia ("Parent"), and Fort Howard...Fort Howard Corp • May 13th, 1997 • Paper mills
May 4, 1997 James River Corporation of Virginia 120 Tredegar Street Richmond, Virginia 23219 Attention: Clifford A. Cutchins, IV Ladies and Gentlemen: The undersigned understand that James River Corporation of Virginia ("Parent"), and Fort Howard...Fort Howard Corp • May 13th, 1997 • Paper mills
EXHIBIT 10.22(A) FORM OF NONQUALIFIED STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT dated as of December 6, 1995, (the "Award Agreement") between FORT HOWARD CORPORATION, a Delaware corporation (the "Company"), and the other party signatory hereto...Nonqualified Stock Option Agreement • February 7th, 1996 • Fort Howard Corp • Paper mills • Wisconsin
Exhibit 4.1(B) -------------- AMENDMENT NO. 2 TO CREDIT AGREEMENT AMENDMENT NO. 2 TO CREDIT AGREEMENT, dated as of October 21, 1996, relating to the Credit Agreement, dated as of March 8, 1995, as amended by Amendment No. 1 to Credit Agreement, dated...Credit Agreement • February 4th, 1997 • Fort Howard Corp • Paper mills • New York
May 4, 1997 James River Corporation of Virginia 120 Tredegar Street Richmond, Virginia 23219 Attention: Clifford A. Cutchins, IV Ladies and Gentlemen: The undersigned understands that James River Corporation of Virginia ("Parent"), and Fort Howard...Fort Howard Corp • May 13th, 1997 • Paper mills
December 9, 1996Fort Howard Corp • February 4th, 1997 • Paper mills
This letter sets forth Fort Howard Corporation's (the "COMPANY") agreement to continue, on the terms set forth below, your health insurance benefits following your retirement from the Company.
Exhibit 10 AWARD AGREEMENT dated as of September 10, 1996 (the "AWARD AGREEMENT") between FORT HOWARD CORPORATION, a Delaware corporation (the "COMPANY"), and the other party signatory hereto (the "PARTICIPANT"). WHEREAS, the Participant is currently...Award Agreement • October 24th, 1996 • Fort Howard Corp • Paper mills • Wisconsin
JAMES RIVER, FORT HOWARD AGREE TO MERGE Creating a Preeminent Consumer Products Company NEW YORK -- May 5, 1997 -- James River Corporation (NYSE:JR) and Fort Howard Corporation (NASDAQ:FORT) announced today that they have signed a definitive merger...Fort Howard Corp • May 5th, 1997 • Paper mills
NEW YORK -- May 5, 1997 -- James River Corporation (NYSE:JR) and Fort Howard Corporation (NASDAQ:FORT) announced today that they have signed a definitive merger agreement creating a preeminent worldwide consumer products company with a strong competitive position and outstanding prospects for growth. The new company, which will be named Fort James Corporation, will have annual sales in excess of $7 billion. Under the agreement, shareholders of Fort Howard will receive 1.375 shares of Fort James common stock for each share of Fort Howard common stock. This represents a per share value of $42.45 and a total value of $5.8 billion, including the assumed Fort Howard debt, based on the James River closing stock price on May 2 of $30.875. Shareholders of James River will retain their current number of shares. Excluding non-recurring items, the merger is expected to be slightly accretive to pro forma 1997 earnings, without anticipated synergies, and accretive to 1998 earnings by approximately
