Graphic Packaging International, Inc. Graphic Packaging Holding Company Graphic Packaging Corporation and the other Guarantors party hereto $180,000,000 9.50% Senior Notes due 2017 PURCHASE AGREEMENT dated August 13, 2009 Banc of America Securities LLCPurchase Agreement • August 17th, 2009 • Graphic Packaging Holding Co • Paperboard containers & boxes • New York
The Securities (as defined below) will be issued pursuant to an indenture, dated as of June 16, 2009 (the “ Base Indenture”), among the Company, Parent, Graphic Packaging Corporation, a direct wholly-owned subsidiary of Parent (“GPC” and, together with Parent, the “Parent Guarantors”), the Subsidiary Guarantors (as defined below) and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by a supplemental indenture to be dated as of August 20, 2009 (the “Supplemental Indenture” and collectively with the Base Indenture, the “Indenture”), among the Company, the Parent Guarantors, the Subsidiary Guarantors and the Trustee, relating to the issuance of the Notes. Notes will be initially issued only in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”) pursuant to a letter of representations, to be dated on or before the Closing Date (as defined in Section 2 hereof) (the “DTC Agreement”), among the Company, the Guaran
