Exhibit 4.2.2
FIRST SUPPLEMENTAL INDENTURE
THIS FIRST SUPPLEMENTAL INDENTURE, dated as of September 16, 1998
(this "First Supplemental Indenture"), to the Indenture (as defined below),
among The Doe Run Resources Corporation, a New York corporation (the "Company"),
the Guarantors (as defined in the Indenture), the Subsidiary of the Company
listed on Schedule A annexed hereto (the "Additional Guarantor") and State
Street Bank and Trust Company, as Trustee (the "Trustee").
W I T N E S S E T H:
WHEREAS, the Company has issued its 11 1/4% Senior Secured Notes due
2005 (the "Securities") in the aggregate principal amount of $50,000,000 under
and pursuant to the Indenture, dated as of September 1, 1998 (the "Indenture"),
among the Company, the Guarantors listed therein and the Trustee; and
WHEREAS, the Additional Guarantor has become a Restricted Subsidiary
and pursuant to Section 4.20 of the Indenture is entering into this First
Supplemental Indenture to thereby become a Guarantor as provided in Article
Thirteen of the Indenture; and
WHEREAS, pursuant to Section 9.01(4) of the Indenture, the Company,
the Guarantors, the Additional Guarantor and the Trustee may enter into this
First Supplemental Indenture without the consent of any Holder; and
WHEREAS, all consents and notices required to be obtained and given
as conditions to the execution of this First Supplemental Indenture pursuant to
the Indenture and all other documents relating to the Securities have been
obtained and given;
NOW, THEREFORE, for and in consideration of the premises and the
mutual covenants and agreements hereinafter set forth, the parties hereto agree
as follows:
ARTICLE I
AUTHORIZATION; DEFINITIONS
Section 1.01. First Supplemental Indenture. This First Supplemental
Indenture is supplemental to, and is entered into, in accordance with Section
9.01 of the Indenture, and except as modified, amended and supplemented by this
First Supplemental Indenture, the provisions of the Indenture are in all
respects ratified and confirmed and shall remain in full force and effect.
Section 1.02. Definitions. Unless the context shall otherwise
require, all terms which are defined in Section 1.01 of the Indenture shall have
the same meanings, respectively. in this First Supplemental Indenture as such
terms are given in said Section 1.01 of the Indenture.
ARTICLE II
ADDITIONAL GUARANTOR
Section 2.01. Additional Guarantor. Pursuant to Section 13.01 of the
Indenture, the Additional Guarantor hereby expressly assumes the obligations of,
and otherwise agrees to perform all of the duties of, a Guarantor under the
Indenture, subject to the terms and conditions thereof, as of the date set forth
opposite the name of such Additional Guarantor on Schedule A hereto.
ARTICLE III
MISCELLANEOUS
Section 3.01. Effective Date. This First Supplemental Indenture
shall become effective upon execution and delivery hereof.
Section 3.02. Counterparts. This First Supplemental Indenture may be
executed in several counterparts, each of which shall be an original and all of
which shall constitute but one and the same instrument.
Section 3.03. Acceptance. The Trustee accepts the Indenture, as
supplemented by this First Supplemental Indenture, and agrees to perform the
same upon the terms and conditions set forth therein as so supplemented. The
Trustee shall not be responsible in any manner whatsoever for or in respect of
the validity or sufficiency of this First Supplemental Indenture or the due
execution by the Company, the Guarantors or the Additional Guarantor, or for or
in respect of the recitals contained herein, all of which are made solely by the
Company.
Section 3.04. Successors and Assigns. All covenants and agreements
in this First Supplemental Indenture, by the Company, the Guarantors, the
Additional Guarantor or the Trustee shall bind its respective successors and
assigns, whether so expressed or not.
Section 3.05. Severability. In case any provision in this First
Supplemental Indenture shall be invalid, illegal or unenforceable, the validity,
legality and enforceability of the remaining provisions shall not in any way be
affected or impaired thereby.
Section 3.06. Governing Law. This First Supplemental Indenture shall
be governed by and construed in accordance with the laws of the State of New
York, as applied to contracts made and performed within the State of New York,
without regard to principles of conflict of laws. Each of the parties hereto
agrees to submit to the jurisdiction of the courts of the State of New York in
any action or proceeding arising out of or relating to this First Supplemental
Indenture.
Section 3.07. Incorporation into Indenture. All provisions of this
First Supplemental Indenture shall be deemed to be incorporated in, and made
part of, the Indenture,
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and the Indenture, as amended and supplemented by this First Supplemental
Indenture, shall be read, taken and construed as one and the same instrument.
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IN WITNESS WHEREOF, the parties have caused this First Supplemental
Indenture to be duly executed as of the date first above written.
THE DOE RUN RESOURCES CORPORATION
By: /s/ Xxxxxx X. Xxxxxx
-----------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Vice President and Chief
Financial Officer
FABRICATED PRODUCTS, Inc.
By: /s/ Xxxxxx X. Xxxxxx
-----------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Vice President and Chief
Financial Officer
DOE RUN CAYMAN LTD.
By: /s/ Xxxxxx X. Xxxxxx
-----------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Vice President
DOE RUN MINING S.R.L.
By: /s/ Xxxxxx X. Xxxxxx
-----------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Finance Manager
DOE RUN PERU S.R.L.
By: /s/ Xxxxxx X. Xxxxxx
-----------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Finance Manager
DOE RUN AIR S.A.C.
By: /s/ Xxxxxx X. Xxxxxx
-----------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Attorney-in-Fact
DOE RUN DEVELOPMENT S.A.C.
By: /s/ Xxxxxx X. Xxxxxx
-----------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Attorney-in-Fact
EMPRESA MINERA COBRIZA S.A.
By: /s/ Xxxxxx X. Xxxxxx
-----------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Attorney-in-Fact
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XXXXX XXXXXX BANK AND TRUST COMPANY, AS TRUSTEE
By: /s/ Xxxxxx X. Xxxxxxxx
-------------------------------------------
Name: XXXXXX X. XXXXXXXX
Title: VICE PRESIDENT
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SCHEDULE A
ADDITIONAL GUARANTOR
Name Date
---- ----
Empresa Minera Cobriza, S.A. a Peruvian corporation ......... September 16, 1998
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