INDENTURE Dated as of September 27, 2024 among MATTHEWS INTERNATIONAL CORPORATION THE GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO and TRUIST BANK, as Trustee and Collateral Agent 8.625% SENIOR SECURED SECOND LIEN NOTES DUE 2027Indenture • September 30th, 2024 • Matthews International Corp • Nonferrous foundries (castings) • New York
INDENTURE, dated as of September 27, 2024, among Matthews International Corporation, a Pennsylvania corporation (the “Company”), the Guarantors listed on the signature pages hereto and Truist Bank, as Trustee and Collateral Agent.
INTERCREDITOR AGREEMENTIntercreditor Agreement • September 30th, 2024 • Matthews International Corp • Nonferrous foundries (castings) • New York
THIS INTERCREDITOR AGREEMENT is dated as of September 27, 2024, among Citizens Bank, N.A., solely in its capacity as Administrative Agent, each Other First Priority Lien Obligations Agent, if any, from time to time party hereto, each in its capacity as First Lien Agent, Truist Bank, solely in its capacity as Trustee and Second Priority Collateral Agent and each collateral agent for any Future Second Lien Indebtedness from time to time party hereto, each in its capacity as Second Priority Agent.
SECOND LIEN PLEDGE AND SECURITY AGREEMENT dated September 27, 2024 by and among MATTHEWS INTERNATIONAL CORPORATION and each of the other Grantors party hereto in favor of TRUIST BANK as Collateral AgentSecond Lien Pledge and Security Agreement • September 30th, 2024 • Matthews International Corp • Nonferrous foundries (castings) • New York
THIS SECOND LIEN PLEDGE AND SECURITY AGREEMENT (this “Agreement”) dated as of September 27, 2024, by MATTHEWS INTERNATIONAL CORPORATION, a Pennsylvania corporation (the “Company”), and each applicable Subsidiary of the Company a signatory hereto and such other applicable Subsidiaries from time to time a party hereto pursuant to Section 14 hereof (together with the Company, each a “Grantor” and collectively the “Grantors”), in favor of Truist Bank, as Collateral Agent (together with its successors and assigns, the “Collateral Agent”) for the benefit of itself and the other Secured Parties (as defined below).
SECOND AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT dated September 27, 2024 by and among MATTHEWS INTERNATIONAL CORPORATION and each of the other Grantors party hereto in favor of CITIZENS BANK, N.A. as Administrative AgentPledge and Security Agreement • September 30th, 2024 • Matthews International Corp • Nonferrous foundries (castings) • Pennsylvania
THIS SECOND AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (this “Agreement”) dated September 27, 2024, by MATTHEWS INTERNATIONAL CORPORATION, a Pennsylvania corporation (the “Company”), and each applicable Subsidiary of the Company a signatory hereto and such other applicable Subsidiaries from time to time a party hereto pursuant to Section 14 hereof (together with the Company, each a “Grantor” and collectively the “Grantors”), in favor of Citizens Bank, N.A., as Administrative Agent (together with its successors and assigns, the “Administrative Agent”) for the benefit of itself and the other Secured Parties (as defined below).
