REGISTRATION RIGHTS AGREEMENT by and among Mercer International Inc., and RBC Capital Markets, LLC Credit Suisse Securities (USA) LLC Dated as of November 17, 2010Registration Rights Agreement • November 22nd, 2010 • Mercer International Inc. • Pulp mills • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 17, 2010, by and among Mercer International Inc., a Washington corporation (the “Company”), RBC Capital Markets, LLC and Credit Suisse Securities (USA) LLC, as representatives of the several initial purchasers (collectively, the “Initial Purchasers”), each of which has agreed to purchase the Company’s 9.5% Senior Notes due 2017 (the “Initial Notes”) on the Closing Date (as defined below), pursuant to the Purchase Agreement (as defined below).
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • November 22nd, 2010 • Mercer International Inc. • Pulp mills • New York
SECOND SUPPLEMENTAL INDENTURE (“Second Supplemental Indenture”), dated as of November 16, 2010, among Mercer International Inc., a Washington corporation (the “Company”) and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
Mercer International Inc.Purchase Agreement • November 22nd, 2010 • Mercer International Inc. • Pulp mills • New York
Introductory. Mercer International Inc., a Washington corporation (the “Company”), on the terms and subject to the condition set forth herein, proposes to issue and sell to the several initial purchasers named in Schedule A hereto (the “Initial Purchasers”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $300,000,000 aggregate principal amount of the Company’s 9.500% Senior Notes due 2017 (the “Notes”). RBC Capital Markets, LLC and Credit Suisse Securities (USA) LLC have agreed to act as representatives of the several Initial Purchasers (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes.
