AMENDMENT NO. 6 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 31st, 2014 • EveryWare Global, Inc. • Wholesale-furniture & home furnishings • New York
AMENDMENT NO. 6 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment No. 6”), dated as of July 30, 2014, by and among Oneida Ltd., a Delaware corporation (“Oneida”), Anchor Hocking, LLC, a Delaware limited liability company (“Anchor”, and together with Oneida, each a “Borrower”, and collectively, “Borrowers”), Universal Tabletop, Inc., a Delaware corporation (“Parent”), and each other Subsidiary of Parent party thereto (together with Parent, each a “Guarantor”, and collectively, “Guarantors”), the financial institutions from time to time party to the Loan Agreement (as hereinafter defined) as lenders (such financial institutions, together with their respective successors and assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), Wells Fargo Bank, National Association, with an office located at 100 Park Avenue, 14th Floor, New York, New York 10017, as administrative agent for the Lenders (in its capacity as adminis
SECURITIES PURCHASE AGREEMENT among EveryWare Global, Inc. and the Investors identified on the signature pages hereto Dated as of July 30, 2014Securities Purchase Agreement • July 31st, 2014 • EveryWare Global, Inc. • Wholesale-furniture & home furnishings • New York
THIS SECURITIES PURCHASE AGREEMENT dated as of July 30, 2014 (this “Agreement”), is among EveryWare Global, Inc., a Delaware corporation (the “Company”) and each investor identified on the signature pages hereto (individually, an “Investor” and collectively, the “Investors”). Unless otherwise defined, capitalized terms used in this Agreement are defined in Section 1(a).
WARRANT AGREEMENTWarrant Agreement • July 31st, 2014 • EveryWare Global, Inc. • Wholesale-furniture & home furnishings • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of July 30, 2014, is by and between EveryWare Global, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”).
WAIVER AND AMENDMENT NUMBER ONE TO TERM LOAN AGREEMENTTerm Loan Agreement • July 31st, 2014 • EveryWare Global, Inc. • Wholesale-furniture & home furnishings
This WAIVER AND AMENDMENT NUMBER ONE TO TERM LOAN AGREEMENT (this “Amendment”), dated as of July 30, 2014, is entered into by and among ANCHOR HOCKING, LLC, a Delaware limited liability company (“Anchor”), ONEIDA LTD., a Delaware corporation (“Oneida” and together with Anchor, each individually a “Borrower” and collectively, “Borrowers”), UNIVERSAL TABLETOP, INC., a Delaware corporation (“Holdings”), the Lenders party to the Term Loan Agreement (defined below) listed on the signature pages hereto and constituting the Required Lenders, each other Subsidiary of Holdings party hereto (collectively, the “Guarantors”), DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent (“Administrative Agent”), and EVERYWARE GLOBAL, INC., a Delaware corporation (“Parent”), and in light of the following:
FIRST AMENDMENT TO THE AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 31st, 2014 • EveryWare Global, Inc. • Wholesale-furniture & home furnishings
THIS FIRST AMENDMENT TO THE AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Amendment”), made as of July 30, 2014, is by and among EveryWare Global, Inc., a Delaware corporation (the “Company”), Monomoy Capital Partners, L.P., MCP Supplemental Fund, L.P., Monomoy Executive Co-Investment Fund., L.P., Monomoy Capital Partners II, L.P. and MCP Supplemental Fund II, L.P. (collectively, the “MCP Funds”), and Clinton Magnolia Master Fund, Ltd. and Clinton Spotlight Master Fund, L.P. (collectively, the “Clinton Funds”).
