UNDERWRITING AGREEMENTUnderwriting Agreement • July 13th, 2011 • Student Transportation Inc. • Ontario
Scotia Capital Inc. (“Scotia”), BMO Nesbitt Burns Inc., CIBC World Markets Inc., TD Securities Inc., Wellington West Capital Markets Inc., Raymond James Ltd. and Cormark Securities Inc. (collectively with Scotia, the “Underwriters” and each, an “Underwriter”) understand that Student Transportation Inc. (the “Issuer”), an Ontario corporation, proposes, subject to the terms and conditions contained herein, to issue and sell $50,000,000 aggregate principal amount of 6.75% convertible subordinated unsecured debentures due June 30, 2015 (the “Debentures”) to the Underwriters for distribution to the public at an issue price of $1,000 per Debenture and is prepared:
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • July 13th, 2011 • Student Transportation Inc. • Illinois
This AMENDMENT AND WAIVER TO THE NOTE PURCHASE AGREEMENT is dated as of October 2, 2009 (this “Waiver”), among STUDENT TRANSPORTATION OF AMERICA, INC., a Delaware corporation (the “Issuer”), STUDENT TRANSPORTATION OF AMERICA HOLDINGS, INC. (“Holdings”), a Delaware corporation, STUDENT TRANSPORTATION OF AMERICA LTD. (“Parent”), an Ontario corporation and SUN LIFE ASSURANCE COMPANY OF CANADA, a company governed by the Insurance Companies Act of Canada, LONDON LIFE INSURANCE COMPANY, a corporation existing under the Insurance Companies Act of Canada, those persons from time to time entered into the register as holders of the Notes by proper endorsement and delivery (each a “Noteholder” and collectively the “Noteholders”) and COMPUTERSHARE TRUST COMPANY, N.A., a national trust company, as trustee (in such capacity, the “Trustee”).
Third Amended and Restated Credit Agreement Dated as of February 4, 2011 among Student Transportation of America, Inc., Student Transportation of Canada Inc., Parkview Transit Inc., the Guarantors party hereto, the Lenders from time to time parties...Credit Agreement • July 13th, 2011 • Student Transportation Inc. • Illinois
This Third Amended and Restated Credit Agreement is entered into as of February 4, 2011, by and among Student Transportation of America, Inc., a Delaware corporation (the “Borrower”), Student Transportation of Canada Inc., an Ontario corporation (“STC”), Parkview Transit Inc., an Ontario corporation (“Parkview” and together with STC individually a “Canadian Borrower” and collectively, the “Canadian Borrowers”) Student Transportation of America Holdings, Inc. and the Subsidiaries from time to time party to this Agreement, as Guarantors, the several financial institutions from time to time party to this Agreement, as Lenders, and Harris N.A., as Administrative Agent as provided herein. All capitalized terms used herein without definition shall have the same meanings herein as such terms are defined in Section 5.1 hereof.
Fifth Amendment to Second Amended and Restated Credit AgreementCredit Agreement • July 13th, 2011 • Student Transportation Inc. • Illinois
This Fifth Amendment to Second Amended and Restated Credit Agreement is dated as of October 2, 2009 (this “Amendment”), among Student Transportation of America, Inc., a Delaware corporation (the “Borrower”), Student Transportation of Canada, Inc., an Ontario Corporation (“STC”), Parkview Transit Inc. (“Parkview” and together with STC individually, a “Canadian Borrower” and collectively, the “Canadian Borrowers”), the guarantors party hereto, the financial institutions listed on the signature pages hereof as Lenders and Harris N.A. (“Harris”), as administrative agent (in such capacity, the “Administrative Agent”).
