REGISTRATION RIGHTS AGREEMENT among TRONOX INCORPORATED and EACH OF THE STOCKHOLDERS of TRONOX INCORPORATED PARTY HERETO Dated as of February 14, 2011Registration Rights Agreement • February 24th, 2011 • Tronox Inc • Industrial inorganic chemicals • New York
This REGISTRATION RIGHTS AGREEMENT, dated as of February 14, 2011 (this “Agreement”), is entered into among TRONOX INCORPORATED, a Delaware corporation (the “Company”), and the Holders. Capitalized terms not otherwise defined herein have the meanings set forth in Section 1.
SENIOR SECURED SUPER-PRIORITY DEBTOR-IN-POSSESSION AND EXIT CREDIT AND GUARANTY AGREEMENT dated as of October 21, 2010 among TRONOX INCORPORATED, TRONOX WORLDWIDE LLC, CERTAIN SUBSIDIARIES OF TRONOX WORLDWIDE LLC, as Guarantors, VARIOUS LENDERS,...Credit and Guaranty Agreement • February 24th, 2011 • Tronox Inc • Industrial inorganic chemicals • New York
This SENIOR SECURED SUPER-PRIORITY DEBTOR-IN-POSSESSION AND EXIT CREDIT AND GUARANTY AGREEMENT, dated as of October 21, 2010 is entered into by and among TRONOX WORLDWIDE LLC, a Delaware limited liability company (or such entity that becomes Borrower hereunder pursuant to Section 3.6 herein, as applicable, the “Borrower”), TRONOX INCORPORATED, a Delaware corporation (“Holdings”), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS LENDING PARTNERS LLC (“GS Lending Partners”), as sole lead arranger and sole bookrunner (in such capacity, the “Arranger”), GS LENDING PARTNERS, as Syndication Agent (in such capacity, “Syndication Agent”), GS LENDING PARTNERS, as Administrative Agent (together with its permitted successor in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successor in such capacity, “Collateral Agent”).
CREDIT AGREEMENT by and among TRONOX LLC as Borrower TRONOX INCORPORATED TRONOX WORLDWIDE LLC TRONOX FINANCE CORP. CIMARRON CORPORATION TRIPLE S REFINING CORPORATION SOUTHWESTERN REFINING COMPANY, INC. TRIANGLE REFINERIES, INC. TRANSWORLD DRILLING...Credit Agreement • February 24th, 2011 • Tronox Inc • Industrial inorganic chemicals • New York
THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of February 14, 2011 by and among the lenders identified on the signature pages hereof (each of such lenders, together with their respective successors and permitted assigns, are referred to hereinafter as a “Lender” or a “US Lender”, as that term is hereinafter further defined), Wells Fargo Capital Finance, LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), Tronox LLC, a Delaware limited liability company (“Tronox” or a “US Borrower” as hereinafter further defined), Tronox Incorporated, a Delaware corporation (“Parent”), Tronox Worldwide LLC, a Delaware limited liability company (“Worldwide”), Tronox Finance Corp., a Delaware corporation (“Finance”), Cimarron Corporation, an Oklahoma corporation (“Cimmaron”), Triple S Refining Corporation, a Delaware corporation (“Triple S Refining”), Southwestern Refining Company, Inc.,
TRONOX INCORPORATED WARRANT AGREEMENT Dated as of February 14, 2011 Warrants to Purchase Common Stock, par value $0.01 per shareWarrant Agreement • February 24th, 2011 • Tronox Inc • Industrial inorganic chemicals • Delaware
THIS WARRANT AGREEMENT (this “Agreement”), dated as of February 14, 2011 (the “Effective Date”), is entered into between TRONOX INCORPORATED, a Delaware corporation (the “Company”), and Computershare Inc., a Delaware corporation and its wholly-owned subsidiary Computershare Trust Company, N.A., a federally chartered, limited purpose trust company (collectively, the “Warrant Agent” or individually,” Computershare” and the “Trust Company,” respectively). Capitalized terms not otherwise defined herein have the meanings set forth in Section 1.
