REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 8th, 2009 • Cellu Tissue Holdings, Inc. • Paper mills • New York
This REGISTRATION RIGHTS AGREEMENT, dated as of June 3, 2009 (the “Agreement”), is entered into by and among Cellu Tissue Holdings, Inc., a Delaware corporation (the “Company”), the guarantors listed in Schedule 1 hereto (the “Guarantors”), and J.P. Morgan Securities Inc. (“JPMorgan”) and Goldman, Sachs & Co. (the “Initial Purchasers”).
CELLU TISSUE HOLDINGS, INC., THE SUBSIDIARY GUARANTORS PARTIES HERETO AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., AS TRUSTEE 11½% Senior Secured Notes due 2014Indenture • June 8th, 2009 • Cellu Tissue Holdings, Inc. • Paper mills • New York
INDENTURE dated as of June 3, 2009, among CELLU TISSUE HOLDINGS, INC., a Delaware corporation (the “Company”), THE SUBSIDIARY GUARANTORS (as defined herein) parties hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (the “Trustee”), as Trustee.
SECOND AMENDED AND RESTATED INTERCREDITOR AGREEMENT among CELLU TISSUE HOLDINGS, INC. and certain of its Subsidiaries, THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Note Collateral Agent, JPMORGAN CHASE BANK, N.A., as U.S. Administrative Agent,...Intercreditor Agreement • June 8th, 2009 • Cellu Tissue Holdings, Inc. • Paper mills • New York
WHEREAS, pursuant to the Credit Agreement, dated as of June 12, 2006 (as amended by the First Amendment dated as of March 21, 2007, the Second Amendment dated as of July 2, 2008, the Third Amendment dated as of September 26, 2008 and the Fourth Amendment dated as of May 19, 2009, and as further amended, supplemented or otherwise modified from time to time, the “Bank Financing Agreement”), among the Company (as “U.S. Borrower”), the Parent, Interlake Acquisition Corporation Limited (as “Canadian Borrower”; and
NOTE SECURITY AGREEMENT among CELLU TISSUE HOLDINGS, INC. and certain of its Subsidiaries, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Collateral AgentNote Security Agreement • June 8th, 2009 • Cellu Tissue Holdings, Inc. • Paper mills • New York
NOTE SECURITY AGREEMENT, dated as of June 3, 2009, made by CELLU TISSUE HOLDINGS, INC. (the “Company”) and each of its subsidiaries signatories hereto (the Company and such subsidiaries, together with any other entity that may become a party hereto as provided herein, the “Grantors”) in favor of THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Collateral Agent (in such capacity, the “Collateral Agent”) for the holders of the notes (the “Holders”) issued pursuant to the Indenture, dated as of June 3, 2009 (as amended, supplemented or otherwise modified from time to time, the “Indenture”), among the Company, the subsidiary guarantors parties thereto (the “Subsidiary Guarantors”) and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”).
CONSENTConsent • June 8th, 2009 • Cellu Tissue Holdings, Inc. • Paper mills
THIS CONSENT (this “Consent”), dated as of May 26, 2009, by and between CELLU TISSUE-CITY FOREST LLC, a Minnesota limited liability company (the “Borrower”) and ASSOCIATED BANK, NATIONAL ASSOCIATION, a national banking association (the “Bank”).
CONSENTConsent • June 8th, 2009 • Cellu Tissue Holdings, Inc. • Paper mills
THIS CONSENT (this “Consent”), dated as of June 01, 2009, by and between CELLU TISSUE-CITYFOREST LLC, a Minnesota limited liability company (the “Borrower”) and ASSOCIATED BANK, NATIONAL ASSOCIATION, a national banking association (the “Bank”).
FOURTH AMENDMENTCredit Agreement • June 8th, 2009 • Cellu Tissue Holdings, Inc. • Paper mills • New York
FOURTH AMENDMENT, dated as of May 19, 2009 (this “Amendment”), to the CREDIT AGREEMENT, dated as of June 12, 2006 (as amended pursuant to the First Amendment, dated as of March 21, 2007, the Second Amendment, dated as of July 2, 2008 and the Third Amendment, dated as of September 26, 2008 and as further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among CELLU PAPER HOLDINGS, INC., CELLU TISSUE HOLDINGS, INC. (the “Borrower”), INTERLAKE ACQUISITION CORPORATION LIMITED, the Loan Guarantors party thereto, the lenders party thereto (the “Lenders”), JPMORGAN CHASE BANK, N.A., as US Administrative Agent (in such capacity, the “Administrative Agent”) and JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as Canadian Administrative Agent.
