EXHIBIT 10.1 PACKAGING CORPORATION OF AMERICA 4 3/8% SENIOR NOTES DUE 2008 5 3/4% SENIOR NOTES DUE 2013 PURCHASE AGREEMENT July 15, 2003Purchase Agreement • August 13th, 2003 • Packaging Corp of America • Paperboard containers & boxes • New York
SUPPLEMENTAL INDENTURESupplemental Indenture • August 13th, 2003 • Packaging Corp of America • Paperboard containers & boxes • New York
W I T N E S S E T H: WHEREAS, the Borrower, the Lenders, the Co-Lead Arrangers, the Syndication Agent, the Documentation Agent and the Administrative Agent are party to an Amended and Restated Credit Agreement, dated as of June 29, 2000 (the "CREDIT...Credit Agreement • November 13th, 2000 • Packaging Corp of America • Paperboard containers & boxes • New York
Common StockUnderwriting Agreement • January 18th, 2000 • Packaging Corp of America • Paperboard containers & boxes • New York
Exhibit 10.25 PURCHASE AND SALE AGREEMENT DATED AS OF NOVEMBER 29, 2000Purchase and Sale Agreement • March 20th, 2002 • Packaging Corp of America • Paperboard containers & boxes • New York
AS SYNDICATION AGENTCredit Agreement • August 13th, 2003 • Packaging Corp of America • Paperboard containers & boxes • New York
EXHIBIT 10.1 AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT THIS AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT (this "Amendment") is made as of September 1, 1999 by Tenneco Packaging Inc., PCA Holdings, LLC and Packaging Corporation of America (the "Company")....Stockholders Agreement • November 12th, 1999 • Packaging Corp of America • Paperboard containers & boxes • Illinois
EXHIBIT 4.2Indenture • August 13th, 2003 • Packaging Corp of America • Paperboard containers & boxes • New York
Exhibit 10.1 AMENDMENT NO.1 TO CREDIT AND SECURITY AGREEMENT THIS AMENDMENT NO.1 TO CREDIT AND SECURITY AGREEMENT (this "AMENDMENT") is entered into as of April 12, 2001, by and among: (1) Packaging Receivables Company LLC, a Delaware limited...Credit and Security Agreement • November 14th, 2003 • Packaging Corp of America • Paperboard containers & boxes • New York
EXHIBIT 4.4 REGISTRATION RIGHTS AGREEMENT Dated as of July 21, 2003Registration Rights Agreement • August 13th, 2003 • Packaging Corp of America • Paperboard containers & boxes • New York
UNDERWRITING AGREEMENT (U.S. VERSION) --------------------Underwriting Agreement • October 18th, 1999 • Packaging Corp of America • Paperboard containers & boxes • New York
Exhibit 10.24 RECEIVABLES SALE AGREEMENT DATED AS OF NOVEMBER 29, 2000Receivables Sale Agreement • March 20th, 2002 • Packaging Corp of America • Paperboard containers & boxes • New York
PACKAGING CORPORATION OF AMERICA $400,000,000 5.700% SENIOR NOTES DUE 2033 UNDERWRITING AGREEMENTUnderwriting Agreement • November 30th, 2023 • Packaging Corp of America • Paperboard containers & boxes • New York
EXHIBIT 4.3 FIRST SUPPLEMENTAL INDENTURE (this "FIRST SUPPLEMENTAL INDENTURE"), dated as of July 21, 2003, between PACKAGING CORPORATION OF AMERICA, a corporation duly organized and existing under the General Corporation Law of the State of Delaware...First Supplemental Indenture • August 13th, 2003 • Packaging Corp of America • Paperboard containers & boxes • New York
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 4th, 2023 • Packaging Corp of America • Paperboard containers & boxes • New York
This FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) dated as of April 27, 2023, is entered into by and among Packaging Corporation of America, a Delaware corporation (the “Borrower”), the Subsidiary Guarantors party hereto, the Lenders party hereto and Mizuho Bank, Ltd., as Swing Line Lender and administrative agent (in such capacity the “Agent”). All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement (as defined below).
UNDERWRITING AGREEMENT (INTERNATIONAL VERSION) --------------------Underwriting Agreement • October 18th, 1999 • Packaging Corp of America • Paperboard containers & boxes • New York
PACKAGING CORPORATION OF AMERICA UNDERWRITING AGREEMENTUnderwriting Agreement • June 26th, 2012 • Packaging Corp of America • Paperboard containers & boxes • New York
Packaging Corporation of America, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (the “Representatives”) $400,000,000 aggregate principal amount of its 3.900% Senior Notes due 2022 (the “Notes”). The respective principal amounts of the Notes to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Notes are to be issued under the Indenture, dated as of July 21, 2003 (the “Indenture”), by and between the Company and U.S. Bank National Association, as trustee (the “Trustee”).
ContractGlobal Security Note • November 30th, 2023 • Packaging Corp of America • Paperboard containers & boxes
THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE THEREOF. THIS NOTE IS EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE AND, UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR INDIVIDUAL NOTES REPRESENTED HEREBY, THIS GLOBAL NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY OR BY THE DEPOSITORY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITORY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITORY.
FIVE YEAR CREDIT AGREEMENTCredit Agreement • April 18th, 2008 • Packaging Corp of America • Paperboard containers & boxes • New York
PACKAGING CORPORATION OF AMERICA, a Delaware corporation (the “Borrower”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) and initial issuing banks (the “Initial Issuing Banks”) listed on the signature pages hereof, DEUTSCHE BANK SECURITIES INC., as sole lead arranger and book manager, DEUTSCHE BANK AG NEW YORK BRANCH, as syndication agent, and JPMORGAN CHASE BANK, N.A. (“JPMorgan”), as agent (the “Agent”) for the Lenders (as hereinafter defined), agree as follows:
EXHIBIT 10.23 FIRST AMENDMENT AND CONSENT FIRST AMENDMENT AND CONSENT (this "AMENDMENT"), dated as of August 26, 1999, among PACKAGING CORPORATION OF AMERICA, a Delaware corporation ("PCA"), the Lenders from time to time party to the Credit Agreement...First Amendment and Consent • January 18th, 2000 • Packaging Corp of America • Paperboard containers & boxes • New York
PACKAGING CORPORATION OF AMERICA Common Stock Underwriting AgreementUnderwriting Agreement • December 16th, 2005 • Packaging Corp of America • Paperboard containers & boxes • New York
PCA Holdings LLC, a stockholder (the “Selling Stockholder”) of Packaging Corporation of America, 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 15,500,000 shares (the “Firm Securities”) and, at the election of the Underwriters, up to 2,325,000 additional shares (the “Optional Securities”) of common stock, par value $.01 per share (“Stock”) of the Company (the Firm Securities and the Optional Securities that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Securities”).
WITNESSETH:Credit and Security Agreement • November 14th, 2003 • Packaging Corp of America • Paperboard containers & boxes • New York
PACKAGING CORPORATION OF AMERICA AMENDED AND RESTATED 1999 LONG-TERM EQUITY INCENTIVE PLAN PERFORMANCE UNIT AGREEMENT-TSRPerformance Unit Agreement • August 2nd, 2019 • Packaging Corp of America • Paperboard containers & boxes • Delaware
This Agreement is entered into between Packaging Corporation of America, a Delaware corporation (the "Company"), and the Participant named above. In consideration of the mutual covenants hereinafter set forth and for other good and valuable consideration, the Company and the Participant hereby agree as follows:
FIVE YEAR CREDIT AGREEMENT Dated as of October 11, 2011 among PACKAGING CORPORATION OF AMERICA as Borrower and THE INITIAL LENDERS NAMED HEREIN as Initial Lenders and BANK OF AMERICA, N.A. and WELLS FARGO BANK, N.A. as Co- Syndication Agents and...Credit Agreement • October 12th, 2011 • Packaging Corp of America • Paperboard containers & boxes • New York
PACKAGING CORPORATION OF AMERICA, a Delaware corporation (the “Borrower”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) and initial issuing banks (the “Initial Issuing Banks”) listed on the signature pages hereof, BANK OF AMERICA, N.A. and WELLS FARGO BANK, N.A., as co-syndication agents, and JPMORGAN CHASE BANK, N.A. (“JPMorgan”), as agent (in such capacity, the “Agent”) for the Lenders (as hereinafter defined), agree as follows:
WITNESSETH:Credit and Security Agreement • November 14th, 2003 • Packaging Corp of America • Paperboard containers & boxes • New York
PACKAGING CORPORATION OF AMERICA AMENDED AND RESTATED 1999 LONG-TERM EQUITY INCENTIVE PLAN PERFORMANCE UNIT AGREEMENTPerformance Unit Agreement • August 7th, 2015 • Packaging Corp of America • Paperboard containers & boxes
This Agreement is entered into between Packaging Corporation of America., a Delaware corporation (the "Company"), and the Participant named above. In consideration of the mutual covenants hereinafter set forth and for other good and valuable consideration, the Company and the Participant hereby agree as follows:
Exhibit 10.23 CREDIT AND SECURITY AGREEMENT dated as of November 29, 2000Credit and Security Agreement • March 20th, 2002 • Packaging Corp of America • Paperboard containers & boxes • New York
Packaging Corporation of America Amended and Restated 1999 Long-Term Equity Incentive Plan Executive Officer Restricted Stock Award AgreementExecutive Officer Restricted Stock Award Agreement • August 7th, 2015 • Packaging Corp of America • Paperboard containers & boxes
This award is subject to the “Performance-Based Award Pool for Executive Officers” provisions (the “Pool Provisions”) adopted by the Section 162(m) Subcommittee of the Compensation Committee on June 22, 2015. If the number of shares of restricted stock available to be awarded to you under the Pool Provisions (as certified by the Compensation Committee or the Section 162(m) Subcommittee) is less than the number of restricted shares awarded hereby, then the excess number of shares (i.e. the number by which this award exceeds the number certified by the Compensation Committee or the Section 162(m) Subcommittee) will be forfeited at the time of such certification, and only the number certified by the Compensation Committee or the Section 162(m) Subcommittee will vest at the time the restrictions herein expire.
Executive Officer Restricted Stock Award AgreementExecutive Officer Restricted Stock Award Agreement • August 2nd, 2019 • Packaging Corp of America • Paperboard containers & boxes
By this agreement, Packaging Corporation of America (“PCA” or the “Company”) grants to EMPLOYEE NAME the following restricted shares of the Company’s common stock, $.01 par value, subject to the terms and conditions set forth below, in the attached Plan Prospectus, and in the Amended and Restated 1999 Long-Term Equity Incentive Plan, as may from time to time be amended and/or restated (the “Plan”), all of which are an integral part of this Agreement. A copy of the Amended and Restated 1999 Long-Term Equity Incentive Plan may be obtained from the Company upon request. Capitalized terms used and not defined herein have the meanings given to them in the Plan.
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of August 29, 2016 among PACKAGING CORPORATION OF AMERICA as Borrower and THE INITIAL LENDERS NAMED HEREIN as Initial Lenders and BANK OF AMERICA, N.A. as Agent, DEUTSCHE BANK SECURITIES INC. as...Credit Agreement • September 1st, 2016 • Packaging Corp of America • Paperboard containers & boxes • New York
PACKAGING CORPORATION OF AMERICA, a Delaware corporation (the “Borrower”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) and initial issuing banks (the “Initial Issuing Banks”) listed on the signature pages hereof, BANK OF AMERICA, N.A. (“Bank of America”), as agent (in such capacity, the “Agent”) for the Lenders (as defined below), and DEUTSCHE BANK AG NEW YORK BRANCH, as syndication agent, agree as follows:
CREDIT AGREEMENT Dated as of June 8, 2021 among PACKAGING CORPORATION OF AMERICA as Borrower and THE INITIAL LENDERS NAMED HEREIN as Initial Lenders and MIZUHO BANK, LTD. as Administrative Agent, and BANK OF AMERICA, N. A. and as Co-Syndication Agents...Credit Agreement • June 11th, 2021 • Packaging Corp of America • Paperboard containers & boxes • New York
PACKAGING CORPORATION OF AMERICA, a Delaware corporation (the “Borrower”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) and initial issuing banks (the “Initial Issuing Banks”) listed on the signature pages hereof, MIZUHO BANK, LTD. (“Mizuho”), as Swing Line Lender and administrative agent (in such capacity, the “Agent”) for the Lenders (as defined below), and BANK OF AMERICA, N.A. and U.S. BANK NATIONAL ASSOCIATION, as co-syndication agents, agree as follows:
PACKAGING CORPORATION OF AMERICA FORM OF RESTRICTED STOCK AWARD AGREEMENT DECEMBER 2013 AWARDSRestricted Stock Award Agreement • December 17th, 2013 • Packaging Corp of America • Paperboard containers & boxes • Illinois
RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) dated as of December 16, 2013, by and between Packaging Corporation of America, a Delaware corporation (the “Company”), and (the “Executive”).
AGREEMENTEmployment Agreement • June 27th, 2013 • Packaging Corp of America • Paperboard containers & boxes • Illinois
This Agreement dated as of June 24, 2013, by and between PACKAGING CORPORATION OF AMERICA, having its principal place of business at 1955 West Field Court, Lake Forest, Illinois 60045 (together with its consolidated subsidiaries, “PCA”), and Paul T. Stecko (“Mr. Stecko”).
AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENTCredit and Security Agreement • April 15th, 2010 • Packaging Corp of America • Paperboard containers & boxes • New York
This Amendment No. 2 to Amended and Restated Credit and Security Agreement (this “Amendment”), dated as of April 14, 2010, is entered into by and among PACKAGING RECEIVABLES COMPANY, LLC, a Delaware limited liability company, as borrower (together with its successors and permitted assigns, the “Borrower”), PACKAGING CREDIT COMPANY, LLC, a Delaware limited liability company, as initial servicer (together with its successors, the “Servicer”), YC SUSI Trust, a Delaware statutory trust, and Bank of America, National Association (“Bank of America”), as lenders (collectively, the “Lenders”), and Bank of America, as agent for the Lenders (in such capacity, the “Agent”).
ContractGlobal Security Note • March 25th, 2008 • Packaging Corp of America • Paperboard containers & boxes
THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE THEREOF. THIS NOTE IS EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE AND, UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR INDIVIDUAL NOTES REPRESENTED HEREBY, THIS GLOBAL NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY OR BY THE DEPOSITORY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITORY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITORY.
