INDENTURE, dated as of December 15, 2011, among A. M. CASTLE & CO., THE GUARANTORS PARTY HERETO, U.S. BANK NATIONAL ASSOCIATION, as Trustee and U.S. BANK NATIONAL ASSOCIATION, as Collateral Agent 12.750% Senior Secured Notes due 2016Indenture • December 21st, 2011 • Castle a M & Co • Wholesale-metals service centers & offices • New York
INDENTURE dated as of December 15, 2011 among A.M. Castle & Co., a Maryland corporation, the Guarantors (as defined below), U.S. Bank National Association, as trustee (in such capacity the “Trustee”) and U.S. Bank National Association, as collateral agent (in such capacity the “Collateral Agent”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • December 21st, 2011 • Castle a M & Co • Wholesale-metals service centers & offices • New York
INTERCREDITOR AGREEMENT dated as of December 15, 2011 (this “Intercreditor Agreement” as hereinafter further defined), among Wells Fargo Bank, National Association, in its capacity as administrative and collateral agent for the First Lien Secured Parties (in such capacity, “First Lien Agent” as hereinafter further defined) and U.S. Bank National Association, a national banking association, in its capacity as trustee and collateral agent for the Second Lien Secured Parties (in such capacity, “Second Lien Agent” as hereinafter further defined).
A. M. CASTLE & CO. AND EACH OF THE GUARANTORS PARTY HERETO 7.00% CONVERTIBLE SENIOR NOTES DUE 2017Indenture • December 21st, 2011 • Castle a M & Co • Wholesale-metals service centers & offices • New York
INDENTURE, dated as of December 15, 2011, between A. M. CASTLE & CO., a Maryland corporation (“Company,” as more fully set forth in Section 1.01), each of the Guarantors (as more fully set forth in Section 1.01) and U.S. BANK NATIONAL ASSOCIATION, as trustee (“Trustee,” as more fully set forth in Section 1.01).
ContractRegistration Rights Agreement • December 21st, 2011 • Castle a M & Co • Wholesale-metals service centers & offices • New York
LOAN AND SECURITY AGREEMENT by and among A.M. CASTLE & CO. TRANSTAR METALS CORP. ADVANCED FABRICATING TECHNOLOGY, LLC OLIVER STEEL PLATE CO. PARAMONT MACHINE COMPANY, LLC TOTAL PLASTICS, INC. and TUBE SUPPLY, LLC (as US Borrowers) and A.M. CASTLE &...Loan and Security Agreement • December 21st, 2011 • Castle a M & Co • Wholesale-metals service centers & offices • New York
This LOAN AND SECURITY AGREEMENT (this “Agreement”), dated December 15, 2011, is entered into by and among A.M. CASTLE & CO., a corporation organized under the laws of the state of Maryland (“Parent” as hereinafter further defined), TRANSTAR METALS CORP., a corporation organized under the laws of the state of Delaware (“Transtar Metals”), ADVANCED FABRICATING TECHNOLOGY, LLC, a limited liability company organized under the laws of the state of Delaware (“AFT”), OLIVER STEEL PLATE CO., a corporation organized under the laws of the state of Delaware (“Oliver Steel”), PARAMONT MACHINE COMPANY, LLC, a limited liability company organized under the laws of the state of Delaware (“Paramont”), TOTAL PLASTICS, INC., a corporation organized under the laws of the state of Michigan (“TPI”), TUBE SUPPLY, LLC, a limited liability company organized under the laws of the state of Texas (“Tube Texas” as hereinafter further defined; and together with Parent, Transtar Metals, AFT, Oliver Steel, Paramont,
ContractStock Purchase Agreement • December 21st, 2011 • Castle a M & Co • Wholesale-metals service centers & offices
THIS AGREEMENT AND AMENDMENT (this “Amendment”) made the 15th day of December, 2011, by and among Paul Sorensen and Jerry Willeford (the “Sellers”), A. M. Castle & Co. (the “Buyer”), Tube Supply, Inc. (the “Company”, and together with the Sellers and the Buyer, the “Original Parties”) and A. M. Castle & Co. (Canada) Inc., a wholly-owned subsidiary of the Buyer (“Castle Canada”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • December 21st, 2011 • Castle a M & Co • Wholesale-metals service centers & offices • New York
THIS PLEDGE AND SECURITY AGREEMENT (this “Agreement”) is made as of December 15, 2011, by A.M. CASTLE & CO., a corporation organized under the laws of the State of Maryland (the “Company”) and the subsidiaries of the Company listed on the signature pages hereof as grantors (collectively, together with the Company, the “Grantors” and each one a “Grantor”), whose principal place of business and chief executive office (as those terms are used in the Uniform Commercial Code of the State of New York (the “New York UCC”)) are set forth beneath the corresponding signature for each such Grantor on the signature pages hereto, in favor of U.S. BANK NATIONAL ASSOCIATION, not in its individual capacity but as collateral agent (in such capacity “Collateral Agent”), for the benefit of the Secured Parties, as hereinafter defined. The Grantors hereby agree with Collateral Agent as follows:
