REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 7th, 2004 • Newark Group Inc • New York
This REGISTRATION RIGHTS AGREEMENT dated March 12, 2004 (this “Agreement”) is entered into by and among The Newark Group, Inc., a New Jersey corporation (the “Company”), the subsidiaries of the Company that are listed on the signature pages hereto, if any (collectively, and together with any entity that in the future executes a supplemental indenture pursuant to which such entity agrees to guarantee the Securities (as hereinafter defined) (the “Guarantors”), and Wachovia Capital Markets, LLC, J.P. Morgan Securities Inc., Fleet Securities, Inc. and PNC Capital Markets, Inc. (the “Initial Purchasers”).
CREDIT AGREEMENT among THE NEWARK GROUP, INC., as a Borrower, NEWARK GROUP INTERNATIONAL B.V., as a Borrower, and THE DOMESTIC SUBSIDIARIES OF THE BORROWERS FROM TIME TO TIME PARTIES HERETO, as Guarantors, THE LENDERS PARTIES HERETO, WACHOVIA BANK,...Credit Agreement • September 7th, 2004 • Newark Group Inc • New York
This CREDIT AGREEMENT, dated as of March 12, 2004, is by and among THE NEWARK GROUP, INC., a New Jersey corporation (the “Company”), NEWARK GROUP INTERNATIONAL B.V., a private company with limited liability with its corporate seat in Amsterdam, the Netherlands and a wholly-owned subsidiary of the Company (the “Subsidiary Borrower” and together with the Company each a “Borrower” and collectively, the “Borrowers”), those Domestic Subsidiaries of the Borrowers identified as “Guarantors” on the signature pages hereto and such other Domestic Subsidiaries of the Borrowers as may from time to time become a party hereto (together with the Company, collectively, the “Guarantors”), the several banks and other financial institutions as may from time to time become parties to this Credit Agreement (collectively, the “Lenders”; and individually, a “Lender”), and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for the Lenders hereunder (in such capacity,
ContractNewark Group Inc • September 7th, 2004 • New York
THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE OF A DEPOSITARY OR A SUCCESSOR DEPOSITARY. THIS NOTE IS NOT EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS NOTE (OTHER THAN A TRANSFER OF THIS NOTE AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
THE NEWARK GROUP, INC. (a New Jersey corporation) PURCHASE AGREEMENTPurchase Agreement • September 7th, 2004 • Newark Group Inc • New York
The Newark Group, Inc., a New Jersey corporation (the “Company”), proposes to issue and sell to the several purchasers named in Schedule I hereto (the “Initial Purchasers”) on the terms and conditions herein, for whom Wachovia Capital Markets, LLC is acting as Representative (in such capacity, the “Representative”), $175,000,000 aggregate principal amount of its 9 3/4% Senior Subordinated Notes due 2014 (the “Notes”). The Notes will be issued pursuant to an Indenture (the “Indenture”) to be dated as of the Closing Date (as defined in Section 2) by and between the Company, and The Bank of New York, as Trustee (the “Trustee”). This Agreement, the Registration Rights Agreement to be dated the Closing Date between the Initial Purchasers and the Company (the “Registration Rights Agreement”), the Notes and the Indenture are hereinafter collectively referred to as the “Transaction Documents” and the execution and delivery of the Transaction Documents and the transactions contemplated herein a
