Common Contracts
230 similar Registration Rights Agreement contracts by Qorvo, Inc., Scotts Miracle-Gro Co, Cleveland-Cliffs Inc., others
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 17th, 2021 • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 18, 2012, by and among Nortek, Inc., a Delaware corporation (the “Company”), the guarantors listed on Schedule I hereto (collectively, the “Guarantors”) and UBS Securities LLC, as representative (the” Representative”) for the several Initial Purchasers (the “Initial Purchasers”) listed on Schedule I to the Purchase Agreement (as defined below), pursuant to which the Initial Purchasers have agreed to purchase
REGISTRATION RIGHTS AGREEMENT by and among Qorvo, Inc. Amalfi Semiconductor, Inc. Qorvo California, Inc. Qorvo Oregon, Inc. Qorvo US, Inc. Qorvo Texas, LLC RFMD, LLC the other Guarantors from time to time party hereto and BofA Securities, Inc., as...Registration Rights Agreement • December 14th, 2021 • Qorvo, Inc. • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 14, 2021, by and among Qorvo, Inc., a Delaware corporation (the “Company”), Amalfi Semiconductor, Inc., Qorvo California, Inc., Qorvo Oregon, Inc., Qorvo US, Inc., Qorvo Texas, LLC, RFMD, LLC (collectively, the “Guarantors”) and BofA Securities, Inc., as representative (the “Representative”) of the initial purchasers named in Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 1.750% Senior Notes due 2024 (the “Initial Notes”), which Initial Notes will be fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among THE SCOTTS MIRACLE-GRO COMPANY, THE GUARANTORS and WELLS FARGO SECURITIES, LLC as representative of the several Initial Purchasers Dated as of August 13, 2021Registration Rights Agreement • August 13th, 2021 • Scotts Miracle-Gro Co • Agricultural chemicals • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 13, 2021, by and among The Scotts Miracle-Gro Company, an Ohio corporation (the “Company”), the guarantors listed on the signature pages hereto (the “Guarantors”), and Wells Fargo Securities, LLC as representative (the “Representative”) of the Initial Purchasers (as defined below), each of whom has agreed to purchase the Company’s 4.375% Senior Notes due 2032 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among Puget Energy, Inc. and BofA Securities, Inc., Scotia Capital (USA) Inc., Other Initial Purchasers Dated as of June 14, 2021Registration Rights Agreement • June 21st, 2021 • Puget Sound Energy Inc • Electric services • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 14, 2021, by and among Puget Energy, Inc., a Washington corporation (the “Company”), BofA Securities, Inc., Scotia Capital (USA) Inc., U.S. Bancorp Investments, Inc. and the other Initial Purchasers named in Schedule A hereto (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 2.379% Senior Secured Notes due 2028 (the “Initial Securities”).
REGISTRATION RIGHTS AGREEMENT by and among THE SCOTTS MIRACLE-GRO COMPANY, THE GUARANTORS and as representative of the several Initial Purchasers Dated as of March 17, 2021Registration Rights Agreement • March 17th, 2021 • Scotts Miracle-Gro Co • Agricultural chemicals • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 17, 2021, by and among The Scotts Miracle-Gro Company, an Ohio corporation (the “Company”), the guarantors listed on the signature pages hereto (the “Guarantors”), and J.P. Morgan Securities LLC as representative (the “Representative”) of the Initial Purchasers (as defined below), each of whom has agreed to purchase the Company’s 4.000% Senior Notes due 2031 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among Qorvo, Inc. Amalfi Semiconductor, Inc. Qorvo California, Inc. Qorvo Oregon, Inc. Qorvo US, Inc. Qorvo Texas, LLC RFMD, LLC the other Guarantors from time to time party hereto and Citigroup Global Markets...Registration Rights Agreement • June 11th, 2020 • Qorvo, Inc. • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 11, 2020, by and among Qorvo, Inc., a Delaware corporation (the “Company”), Amalfi Semiconductor, Inc., Qorvo California, Inc., Qorvo Oregon, Inc., Qorvo US, Inc., Qorvo Texas, LLC, RFMD, LLC (collectively, the “Guarantors”) and Citigroup Global Markets Inc., as representative (the “Representative”) of the initial purchasers named in Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 4.375% Senior Notes due 2029 (the “Initial Notes”), which Initial Notes will be fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among Puget Energy, Inc. and Barclays Capital Inc., Mizuho Securities USA LLC, and Other Initial Purchasers Dated as of May 19, 2020Registration Rights Agreement • May 19th, 2020 • Puget Sound Energy Inc • Electric services • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 19, 2020, by and among Puget Energy, Inc., a Washington corporation (the “Company”), Barclays Capital Inc., J.P. Morgan Securities LLC, Mizuho Securities USA LLC and the other Initial Purchasers named in Schedule A hereto (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 4.100% Senior Secured Notes due 2030 (the “Initial Securities”).
REGISTRATION RIGHTS AGREEMENT by and among Cleveland-Cliffs Inc., Each of the Guarantors named herein and Credit Suisse Securities (USA) LLC as the Dealer Manager March 16, 2020Registration Rights Agreement • May 11th, 2020 • Cleveland-Cliffs Inc. • Metal mining • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 16, 2020, by and among Cleveland-Cliffs Inc., an Ohio corporation (the “Company”), the entities listed on the signature page hereto as “Guarantors” (collectively, the “Guarantors”), and Credit Suisse Securities (USA) LLC, as dealer manager and solicitation agent (the “Dealer Manager”), pursuant to the Dealer Manager Agreement (as defined below), relating to the Company’s offer to exchange (the “2025 Notes Exchange Offer”) any and all outstanding 6.375% Senior Notes due 2025 issued by AK Steel Corporation for the Company’s 6.375% Senior Notes due 2025 (the “Initial Notes”), fully and unconditionally guaranteed by the Guarantors (the “Guarantees”). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among Cleveland-Cliffs Inc., Each of the Guarantors named herein and Credit Suisse Securities (USA) LLC as the Dealer Manager March 16, 2020Registration Rights Agreement • May 11th, 2020 • Cleveland-Cliffs Inc. • Metal mining • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 16, 2020, by and among Cleveland-Cliffs Inc., an Ohio corporation (the “Company”), the entities listed on the signature page hereto as “Guarantors” (collectively, the “Guarantors”), and Credit Suisse Securities (USA) LLC, as dealer manager and solicitation agent (the “Dealer Manager”), pursuant to the Dealer Manager Agreement (as defined below), relating to the Company’s offer to exchange (the “2027 Notes Exchange Offer”) any and all outstanding 7.00% Senior Notes due 2027 issued by AK Steel Corporation for the Company’s 7.00% Senior Notes due 2027 (the “Initial Notes”), fully and unconditionally guaranteed by the Guarantors (the “Guarantees”). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
EXECUTION VERSION REGISTRATION RIGHTS AGREEMENT by and among Parker Drilling Company the Guarantors listed herein and Merrill Lynch, Pierce, Fenner & Smith Incorporated Wells Fargo Securities, LLC Barclays Capital Inc. Deutsche Bank Securities Inc....Registration Rights Agreement • May 5th, 2020 • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 22, 2014, by and among Parker Drilling Company, a Delaware corporation (the “Company”), the subsidiaries listed on Schedule A attached hereto (collectively, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wells Fargo Securities, LLC, Barclays Capital Inc., Deutsche Bank Securities Inc. and Goldman, Sachs & Co., as representatives of the initial purchasers listed on Schedule B attached hereto (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 6.750% Senior Notes due 2022 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
EX-2.1 2 d356761dex21.htm REGISTRATION RIGHTS AGREEMENT EXECUTION VERSION REGISTRATION RIGHTS AGREEMENT by and among Tembec Industries Inc. and the Guarantors party hereto and Merrill Lynch, Pierce, Fenner & Smith Incorporated Dated as of February 23,...Registration Rights Agreement • May 5th, 2020 • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 23, 2012, by and among Tembec Industries Inc., a corporation incorporated and existing under the federal laws of Canada (the “Company”), the guarantors listed in the signature pages hereto (the “Guarantors”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Initial Purchaser”), who has agreed to purchase US$50,000,000 aggregate principal amount of the Company’s 11.25% Senior Secured Notes due 2018 (the “Initial Notes”), which are fully and unconditionally guaranteed on a senior secured basis by the Guarantors (the “Guarantees”) pursuant to the Indenture, dated as of August 17, 2010 (the “Indenture”), by and among the Company, the Guarantors, Wilmington Trust, National Association (as successor by merger to Wilmington Trust FSB), as trustee and Computershare Trust Company of Canada, as collateral agent and the Canadian Guarantee (as defined therein), as applicable. The Initial Notes
REGISTRATION RIGHTS AGREEMENT by and among Qorvo, Inc. Amalfi Semiconductor, Inc. Qorvo California, Inc. Qorvo Oregon, Inc. Qorvo US, Inc. Qorvo Texas, LLC RFMD, LLC the other Guarantors from time to time party hereto and BofA Securities, Inc., as...Registration Rights Agreement • December 20th, 2019 • Qorvo, Inc. • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 20, 2019, by and among Qorvo, Inc., a Delaware corporation (the “Company”), Amalfi Semiconductor, Inc., Qorvo California, Inc., Qorvo Oregon, Inc., Qorvo US, Inc., Qorvo Texas, LLC, RFMD, LLC (collectively, the “Guarantors”) and BofA Securities, Inc., as representative (the “Representative”) of the initial purchasers named in Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 4.375% Senior Notes due 2029 (the “Initial Notes”), which Initial Notes will be fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 28th, 2019 • Scotts Miracle-Gro Co • Agricultural chemicals • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 22, 2019, by and among The Scotts Miracle-Gro Company, an Ohio corporation (the “Company”), the guarantors listed on the signature pages hereto (the “Guarantors”), and J.P. Morgan Securities LLC as representative (the “Representative”) of the Initial Purchasers (as defined below), each of whom has agreed to purchase the Company’s 4.500% Senior Notes due 2029 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among Qorvo, Inc. Amalfi Semiconductor, Inc. Qorvo California, Inc. Qorvo Oregon, Inc. Qorvo US, Inc. Qorvo Texas, LLC RFMD, LLC the other Guarantors from time to time party hereto and BofA Securities, Inc., as...Registration Rights Agreement • October 1st, 2019 • Qorvo, Inc. • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 30, 2019, by and among Qorvo, Inc., a Delaware corporation (the “Company”), Amalfi Semiconductor, Inc., Qorvo California, Inc., Qorvo Oregon, Inc., Qorvo US, Inc., Qorvo Texas, LLC, RFMD, LLC (collectively, the “Guarantors”) and BofA Securities, Inc., as representative (the “Representative”) of the initial purchasers named in Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 4.375% Senior Notes due 2029 (the “Initial Notes”), which Initial Notes will be fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among Cleveland-Cliffs Inc., Each of the Guarantors named herein and Goldman Sachs & Co. LLC as the Initial Purchaser May 13, 2019Registration Rights Agreement • May 14th, 2019 • Cleveland-Cliffs Inc. • Metal mining • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 13, 2019, by and among Cleveland-Cliffs Inc., an Ohio corporation (the “Company”), the entities listed on the signature page hereto as “Guarantors” (collectively, the “Guarantors”), and Goldman Sachs & Co. LLC, as initial purchaser (the “Initial Purchaser”) of the Company’s 5.875% Senior Guaranteed Notes due 2027 (the “Initial Notes”), fully and unconditionally guaranteed by the Guarantors (the “Guarantees”), pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among Qorvo, Inc. Amalfi Semiconductor, Inc. Qorvo California, Inc. Qorvo Oregon, Inc. Qorvo US, Inc. Qorvo Texas, LLC RFMD, LLC the other Guarantors from time to time party hereto and Merrill Lynch, Pierce, Fenner...Registration Rights Agreement • March 5th, 2019 • Qorvo, Inc. • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 5, 2019, by and among Qorvo, Inc., a Delaware corporation (the “Company”), Amalfi Semiconductor, Inc., Qorvo California, Inc., Qorvo Oregon, Inc., Qorvo US, Inc., Qorvo Texas, LLC, RFMD, LLC (collectively, the “Guarantors”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative (the “Representative”) of the initial purchasers named in Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 5.50% Senior Notes due 2026 (the “Initial Notes”), which Initial Notes will be fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among EnPro Industries, Inc. and Applied Surface Technology, Inc., Belfab, Inc., Coltec International Services Co., Compressor Products International LLC, EnPro Associates, LLC, EnPro Holdings, Inc., Enpro Learning...Registration Rights Agreement • October 17th, 2018 • Enpro Industries, Inc • Gaskets, packg & sealg devices & rubber & plastics hose • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 17, 2018, by and among EnPro Industries, Inc., a North Carolina corporation (the “Company”), Applied Surface Technology, Inc., Belfab, Inc., Coltec International Services Co., Compressor Products International LLC, EnPro Associates, LLC, EnPro Holdings, Inc., EnPro Learning Systems, LLC, Fairbanks Morse, LLC, Garlock Hygienic Technologies, LLC, Garlock International Inc., Garlock Overseas Corporation, Garlock Pipeline Technologies, Inc., Garlock Sealing Technologies LLC, Garrison Litigation Management Group, Ltd., GGB, Inc., GGB LLC, Qualiseal Technology, LLC, Stemco Products, Inc., Technetics Group Daytona, Inc., Technetics Group LLC and Technetics Group Oxford, Inc., as Guarantors (collectively, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), on behalf of itself and as representative of the several initial purchasers named on Schedule A of the Purc
REGISTRATION RIGHTS AGREEMENT by and among Qorvo, Inc. Amalfi Semiconductor, Inc. Qorvo California, Inc. Qorvo Oregon, Inc. Qorvo US, Inc. Qorvo Texas, LLC RFMD, LLC the other Guarantors from time to time party hereto and Merrill Lynch, Pierce, Fenner...Registration Rights Agreement • August 28th, 2018 • Qorvo, Inc. • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 28, 2018, by and among Qorvo, Inc., a Delaware corporation (the “Company”), Amalfi Semiconductor, Inc., Qorvo California, Inc., Qorvo Oregon, Inc., Qorvo US, Inc., Qorvo Texas, LLC, RFMD, LLC (collectively, the “Guarantors”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative (the “Representative”) of the initial purchasers named in Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 5.50% Senior Notes due 2026 (the “Initial Notes”), which Initial Notes will be fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among Qorvo, Inc. Amalfi Semiconductor, Inc. Qorvo California, Inc. Qorvo Oregon, Inc. Qorvo US, Inc. Qorvo Texas, LLC RFMD, LLC the other Guarantors from time to time party hereto and Merrill Lynch, Pierce, Fenner...Registration Rights Agreement • July 16th, 2018 • Qorvo, Inc. • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 16, 2018, by and among Qorvo, Inc., a Delaware corporation (the “Company”), Amalfi Semiconductor, Inc., Qorvo California, Inc., Qorvo Oregon, Inc., Qorvo US, Inc., Qorvo Texas, LLC, RFMD, LLC (collectively, the “Guarantors”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative (the “Representative”) of the initial purchasers named in Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 5.50% Senior Notes due 2026 (the “Initial Notes”), which Initial Notes will be fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 3rd, 2018 • Commercial Metals Co • Steel works, blast furnaces & rolling mills (coke ovens) • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 3, 2018, by and among Commercial Metals Company, a Delaware corporation (the “Company”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the several initial purchasers (the “Initial Purchasers”) listed on Schedule A to the Purchase Agreement (as defined below), each of whom has, severally and not jointly agreed to purchase the Company’s 5.750% Senior Notes due 2026 (the “Initial Securities”) pursuant to the Purchase Agreement.
REGISTRATION RIGHTS AGREEMENT by and among Continental Resources, Inc., Banner Pipeline Company, L.L.C., CLR Asset Holdings, LLC The Mineral Resources Company and Merrill Lynch, Pierce, Fenner & Smith Incorporated as representative of the Initial...Registration Rights Agreement • December 12th, 2017 • Continental Resources, Inc • Crude petroleum & natural gas • New York
This Agreement is made pursuant to the Purchase Agreement, dated as of December 4, 2017 (the “Purchase Agreement”), by and among the Company, the Guarantors and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the Initial Purchasers, (i) for the benefit of the Initial Purchasers and (ii) for the benefit of the holders from time to time of the Securities (as defined below) (including the Initial Purchasers).
REGISTRATION RIGHTS AGREEMENT by and among Cliffs Natural Resources Inc., Each of the Guarantors named herein and Merrill Lynch, Pierce, Fenner & Smith Incorporated as Representative of the Several Initial Purchasers Dated as of February 27, 2017Registration Rights Agreement • April 27th, 2017 • Cliffs Natural Resources Inc. • Metal mining • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 27, 2017, by and among Cliffs Natural Resources Inc., an Ohio corporation (the “Company”), the entities listed on the signature page hereto as “Guarantors” (collectively, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative (the “Representative”), on behalf of the several initial purchasers (the “Initial Purchasers”) named in Schedule A to the Purchase Agreement (as defined below), each of whom has agreed to purchase the Company’s 5.75% Senior Notes due 2025 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among EnPro Industries, Inc. and Applied Surface Technology, Inc., Belfab, Inc., Coltec International Services Co., Compressor Products International LLC, EnPro Associates, LLC, EnPro Holdings, Inc., Fairbanks...Registration Rights Agreement • March 24th, 2017 • Enpro Industries, Inc • Gaskets, packg & sealg devices & rubber & plastics hose • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 24, 2017, by and among EnPro Industries, Inc., a North Carolina corporation (the “Company”), Applied Surface Technology, Inc., Belfab, Inc., Coltec International Services Co., Compressor Products International LLC, EnPro Associates, LLC, EnPro Holdings, Inc., Fairbanks Morse, LLC, Garlock Hygienic Technologies, LLC, Garlock Pipeline Technologies, Inc., GGB, Inc., GGB LLC, STEMCO Kaiser Incorporated, Stemco LP, Stemco Products, Inc., Technetics Group Daytona, Inc., Technetics Group LLC and Technetics Group Oxford, Inc., as Guarantors (collectively, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), on behalf of itself and as representative of the several initial purchasers named on Schedule A of the Purchase Agreement (the “Initial Purchasers”), each of whom has agreed to purchase the Company’s $150,000,000 5.875% Senior Notes due 2022 (collectively, the “
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 16th, 2016 • Scotts Miracle-Gro Co • Agricultural chemicals • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 15, 2016, by and among The Scotts Miracle-Gro Company, an Ohio corporation (the “Company”), the guarantors listed on the signature pages hereto (the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated as representative (the “Representative”) of the Initial Purchasers (as defined below), each of whom has agreed to purchase the Company’s 5.250% Senior Notes due 2026 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among Tempur Sealy International, Inc., The Guarantors named herein and as Representative of the several Initial Purchasers Dated as of May 24, 2016Registration Rights Agreement • May 24th, 2016 • Tempur Sealy International, Inc. • Household furniture • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 24, 2016, by and among Tempur Sealy International, Inc., a Delaware corporation (the “Company”), the entities listed on the signature pages hereof as “Guarantors” (collectively, the “Guarantors”), and J.P. Morgan Securities LLC, as Representative of the several Initial Purchasers named in Schedule A to the Purchase Agreement referred to below (collectively, the “Initial Purchasers”), each of whom has agreed pursuant to the Purchase Agreement to purchase the Company’s 5.500% Senior Notes due 2026 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among CLECO CORPORATE HOLDINGS LLC and Mizuho Securities USA Inc. Scotia Capital (USA) Inc. SMBC Nikko Securities America, Inc. and Other Initial Purchasers Dated as of May 17, 2016Registration Rights Agreement • May 17th, 2016 • Cleco Corporate Holdings LLC • Electric services • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 17, 2016, by and among CLECO CORPORATE HOLDINGS LLC, a Louisiana limited liability company (the “Company”), Mizuho Securities USA Inc., Scotia Capital (USA) Inc., SMBC Nikko Securities America, Inc. and the other Initial Purchasers named in Schedule A hereto (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 3.743% Senior Secured Notes due 2026 (the “2026 Notes”) and 4.973% Senior Secured Notes due 2046 (the “2046 Notes and, together with the 2026 Notes, the “Initial Securities”).
REGISTRATION RIGHTS AGREEMENT by Rex Energy Corporation and the Guarantors party hereto for the benefit of the Holders of Rex Energy Corporation’sRegistration Rights Agreement • March 31st, 2016 • Rex Energy Corp • Crude petroleum & natural gas • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 31, 2016, by Rex Energy Corporation, a Delaware corporation (the “Company”), and the entities listed on the signature page hereof under the heading “Guarantors” (collectively, the “Guarantors”) for the benefit of the holders of the Company’s 1.00%/8.00% Senior Secured Second Lien Notes Due 2020 (the “Initial Notes”) which are fully and unconditionally guaranteed by the Guarantors (such guarantees, together with the Initial Notes, being the “Initial Securities”) and are being issued in exchange for (i) shares of the Company’s common stock and (ii) certain of the Company’s outstanding 8.875% Senior Notes due 2020 and 6.25% Senior Notes due 2022 (the “Existing Notes”), which are fully and unconditionally guaranteed by the Guarantors (such guarantees, together with the Existing Notes, being the “Existing Securities”).
REGISTRATION RIGHTS AGREEMENT by and among Qorvo, Inc. RF Micro Devices, Inc. RFMD, LLC RF Micro Devices International, Inc. Premier Devices — A Sirenza Company Amalfi Semiconductor, Inc. TriQuint Semiconductor, Inc. TriQuint, Inc. TriQuint TFR, Inc....Registration Rights Agreement • November 19th, 2015 • Qorvo, Inc. • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 19, 2015, by and among Qorvo, Inc., a Delaware corporation (the “Company”), RF Micro Devices, Inc., RFMD, LLC, RF Micro Devices International, Inc., Premier Devices – A Sirenza Company, Amalfi Semiconductor, Inc., TriQuint Semiconductor, Inc., TriQuint, Inc., TriQuint TFR, Inc., TriQuint Semiconductor Texas, LLC, and TriQuint CW, Inc. (collectively, the “Guarantors”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative (the “Representative”) of the initial purchasers named in Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 6.750% Senior Notes due 2023 (the “2023 Notes”) and the Company’s 7.000% Senior Notes due 2025 (the 2025 Notes and, together with the 2023 Notes, the “Initial Notes”), which Initial Notes will be fully and unconditionally guaranteed by the Guarantors (the
REGISTRATION RIGHTS AGREEMENT by and among Asbury Automotive Group, Inc., the Guarantors party hereto and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC Dated as of October 28, 2015Registration Rights Agreement • October 28th, 2015 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 28, 2015, by and among Asbury Automotive Group, Inc., a Delaware corporation (the “Company”), the guarantors set forth on the signature pages hereto (each a “Guarantor” and collectively, the “Guarantors”), and J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC (collectively, the “Initial Purchasers”), each of whom has agreed to purchase from the Company $200,000,000 in aggregate principal amount of the Company’s 6.0% Senior Subordinated Notes due 2024 (the “Notes”), fully and unconditionally guaranteed by the Guarantors (the “Guarantees”), pursuant to the Purchase Agreement (as defined below). The Notes and the Guarantees attached thereto are herein together referred to as the “Securities.”
REGISTRATION RIGHTS AGREEMENT by and among THE SCOTTS MIRACLE-GRO COMPANY, THE GUARANTORS and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED as representative of the several Initial Purchasers Dated as of October 13, 2015Registration Rights Agreement • October 14th, 2015 • Scotts Miracle-Gro Co • Agricultural chemicals • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 13, 2015, by and among The Scotts Miracle-Gro Company, an Ohio corporation (the “Company”), the guarantors listed on the signature pages hereto (the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated as representative (the “Representative”) of the Initial Purchasers, each of whom has agreed to purchase the Company’s 6.000% Senior Notes due 2023 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among Berry Plastics Corporation and the Guarantors party hereto, and Goldman, Sachs & Co. Credit Suisse Securities (USA) LLC, as representatives of the Initial Purchasers Dated as of October 1, 2015Registration Rights Agreement • October 6th, 2015 • Berry Plastics Group Inc • Plastics products, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 1, 2015, by and among Berry Plastics Corporation, a Delaware corporation (the “Company”), certain subsidiaries of the Company listed on Annex A of the Purchase Agreement (the “Subsidiary Guarantors”), Avintiv Inc. and certain subsidiaries of Avintiv Inc. listed on Annex C of the Purchase Agreement (collectively, the “Avintiv Guarantors”) Berry Plastics Group, Inc. (“Parent” and, together with the Avintiv Guarantors and the Subsidiary Guarantors, the “Guarantors”), Goldman, Sachs & Co. and Credit Suisse Securities (USA) LLC as representatives of the Initial Purchasers (collectively, the “Representatives”), each of whom has agreed to purchase, pursuant to the Purchase Agreement (as defined below), the 6.00% Second Priority Senior Secured Notes due 2022 (the “Initial Notes”) issued by the Escrow Issuer (as defined herein), which obligations are assumed by the Company on the date hereof. The Compan
REGISTRATION RIGHTS AGREEMENT by and among Orbital ATK, Inc., the Guarantors named herein, and Wells Fargo Securities, LLC, as Representative of the several Initial Purchasers Dated as of September 29, 2015Registration Rights Agreement • September 29th, 2015 • Orbital Atk, Inc. • Guided missiles & space vehicles & parts • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 29, 2015, by and among Orbital ATK, Inc., a Delaware corporation (the “Company”), the subsidiaries of the Company named in Schedule A hereto, and Wells Fargo Securities, LLC, as representative (the “Representative”) of the several initial purchasers named in Schedule B hereto (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 5.50% Senior Notes due 2023 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and among Tempur Sealy International, Inc., The Guarantors named herein and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Representative of the several Initial Purchasers Dated as of September 24, 2015Registration Rights Agreement • September 24th, 2015 • Tempur Sealy International, Inc. • Household furniture • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 24, 2015, by and among Tempur Sealy International, Inc., a Delaware corporation (the “Company”), the entities listed on the signature pages hereof as “Guarantors” (collectively, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Representative of the several Initial Purchasers named in Schedule A to the Purchase Agreement referred to below (collectively, the “Initial Purchasers”), each of whom has agreed pursuant to the Purchase Agreement to purchase the Company’s 5.625% Senior Notes due 2023 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 27th, 2015 • Caleres Inc • Footwear, (no rubber) • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 27, 2015, by and among Caleres, Inc., a New York corporation (the “Company”), the guarantors listed on Schedule A hereto (the “Guarantors”), Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) as representative of the several initial purchasers named in Schedule A to the Purchase Agreement (as defined below) (the “Initial Purchasers”). Each of the Initial Purchasers has agreed to purchase the Company’s 6.250% Senior Notes due 2023 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
REGISTRATION RIGHTS AGREEMENT by and amongRegistration Rights Agreement • May 28th, 2015 • Schulman a Inc • Plastic materials, synth resins & nonvulcan elastomers • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 26, 2015, by and among A. Schulman, Inc., a Delaware corporation (the “Company”), ICO-Schulman, LLC, ICO P&O, Inc., ICO Global Services, Inc. and Bayshore Industrial L.L.C. (collectively, the “Schulman Guarantors”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities LLC, as representatives (the “Representatives”) of the initial purchasers named in Schedule I to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 6.875% Senior Notes due 2023 (the “Initial Notes”), which Initial Notes will be fully and unconditionally guaranteed by the Schulman Guarantors pursuant to the Purchase Agreement. Upon consummation of the Acquisition (as defined in the Purchase Agreement), HGGC Citadel Plastics Holdings, Inc. and each of its subsidiaries that join the Purchase Agreement pursuant to the Purchase Ag
