PARK-OHIO INDUSTRIES, INC. AND EACH OF THE GUARANTORS PARTY HERETO 6.625% SENIOR NOTES DUE 2027 INDENTURE Dated as of April 17, 2017 Wells Fargo Bank, National Association TrusteeIndenture • April 17th, 2017 • Park Ohio Holdings Corp • Metal forgings & stampings • New York
INDENTURE dated as of April 17, 2017 among Park-Ohio Industries, Inc., an Ohio corporation, the Guarantors (as defined) and Wells Fargo Bank, National Association, as Trustee.
REGISTRATION RIGHTS AGREEMENT Dated as of April 17, 2017 by and among PARK-OHIO INDUSTRIES, INC. THE GUARANTORS LISTED ON SCHEDULE I HERETO and BARCLAYS CAPITAL INC.Registration Rights Agreement • April 17th, 2017 • Park Ohio Holdings Corp • Metal forgings & stampings • New York
This Agreement is made pursuant to the Purchase Agreement, dated April 5, 2017 (the “Purchase Agreement”), by and among the Company, the Guarantors and Barclays Capital Inc. as representatives of the several the Initial Purchasers listed on Schedule I thereto. In order to induce the Initial Purchasers to purchase the Initial Notes, the Company and the Guarantors have agreed to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 7 of the Purchase Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Indenture, dated as of April 17, 2017, among the Company, the Guarantors and Wells Fargo Bank, National Association, as trustee, relating to the Initial Notes and the Exchange Notes (the “Indenture”).
SIXTH SUPPLEMENTAL INDENTURESupplemental Indenture • April 17th, 2017 • Park Ohio Holdings Corp • Metal forgings & stampings • New York
SIXTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 17, 2017, by and among Park-Ohio Industries, Inc., an Ohio corporation (the “Company”), the Guarantors (as defined in the Indenture referred to below) and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”). Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.
SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 17, 2017 among PARK-OHIO INDUSTRIES, INC., RB&W CORPORATION OF CANADA, The European Borrowers Party Hereto, The Other Loan Parties Party Hereto, The Lenders Party Hereto and JPMORGAN...Credit Agreement • April 17th, 2017 • Park Ohio Holdings Corp • Metal forgings & stampings • Ohio
SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 17, 2017, among PARK-OHIO INDUSTRIES, INC., RB&W CORPORATION OF CANADA, as Borrowers, the EUROPEAN BORROWERS party hereto, the other Loan Parties party hereto, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., Toronto Branch, as Canadian Agent, J.P. MORGAN EUROPE LIMITED, as European Agent, and J.P. MORGAN SECURITIES INC., as Lead Arranger and Bookrunning Manager.
