VERSO PAPER HOLDINGS LLC and VERSO PAPER INC. as Issuers, and the Guarantors named herein 8.75% Second Priority Senior Secured Notes due 2019 INDENTURE Dated as of January 26, 2011 WILMINGTON TRUST COMPANY, as TrusteeIndenture • January 26th, 2011 • Verso Paper Corp. • Paper mills • New York
INDENTURE dated as of January 26, 2011 among VERSO PAPER HOLDINGS LLC, a Delaware limited liability company (the “Company”), VERSO PAPER INC., a Delaware corporation (“Finance Co.” and, together with the Company, the “Issuer” and each an “Issuer”), the Guarantors (as defined herein) and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as trustee (the “Trustee”).
REGISTRATION RIGHTS AGREEMENT by and among Verso Paper Holdings LLC Verso Paper Inc. the subsidiaries of Verso Paper Holdings LLC party hereto and Credit Suisse Securities (USA) LLC Citigroup Global Markets Inc. Barclays Capital Inc. Merrill Lynch,...Registration Rights Agreement • January 26th, 2011 • Verso Paper Corp. • Paper mills • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 26, 2011, by and among Verso Paper Holdings LLC, a Delaware limited liability company (the “Company”), Verso Paper Inc., a Delaware corporation (the “Co-Issuer”), the subsidiaries of the Company listed on Schedule A hereto (collectively, the “Guarantors”) and Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Barclays Capital Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated (collectively, the “Representatives” and together with Morgan Joseph LLC, the “Initial Purchasers”), each of whom has agreed to purchase, pursuant to the Purchase Agreement (as defined below), the 8.75% Second Priority Senior Secured Notes due 2019 (the “Initial Notes”) issued by the Company and the Co-Issuer and fully and unconditionally guaranteed by the Guarantors (the “Guarantees”). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securit
COLLATERAL AGREEMENT Dated and effective as of January 26, 2011, among VERSO PAPER HOLDINGS LLC, VERSO PAPER INC., each Subsidiary of the Issuers identified herein, and WILMINGTON TRUST COMPANY, as Collateral AgentCollateral Agreement • January 26th, 2011 • Verso Paper Corp. • Paper mills • New York
COLLATERAL AGREEMENT dated and effective as of January 26, 2011 (this “Agreement”), among VERSO PAPER HOLDINGS LLC, a Delaware limited liability company (the “Company”), VERSO PAPER INC. (“Finance Co.” and, together with the Company, the “Issuers”), a Delaware corporation, each Subsidiary of the Issuers identified on Schedule I or otherwise identified herein as a party (each, a “Subsidiary Party”) and WILMINGTON TRUST COMPANY, as Collateral Agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined below).
JOINDER AND SUPPLEMENT NO. 3 to INTERCREDITOR AGREEMENTIntercreditor Agreement • January 26th, 2011 • Verso Paper Corp. • Paper mills • New York
This Joinder and Supplement No. 3 to the Intercreditor Agreement (this “Agreement”), dated as of January 26, 2011 (the “Effective Date”), by and among (i) Wilmington Trust Company, as trustee (the “New Trustee”) pursuant to that certain Indenture dated as of the date hereof (the “New Indenture”) among the Company, Verso Paper Inc. (together with the Company, the “Issuers”), the guarantors party thereto and the New Trustee, (ii) Holdings, (iii) the Issuers and (iv) each Subsidiary of the Issuers listed on Schedule I hereto, has been entered into to (A) record the accession of the New Trustee as an additional Second-Priority Agent in respect of Future Second-Lien Indebtedness under the Intercreditor Agreement on behalf of the holders of the 8.75% Second Priority Senior Secured Notes due 2019 (the “New Notes”) issued under the New Indenture, (B) with respect to the Liens securing certain Obligations as set forth below, to confirm and evidence that such Liens shall, for purposes of the Int
