amongStock Purchase Agreement • January 30th, 2001 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • Delaware
Exhibt 4.2 B&G FOODS, INC. 9-5/8% SENIOR SUBORDINATED NOTES DUE 2007Indenture • April 11th, 2002 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
CONSENT, WAIVER AND SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • February 19th, 1999 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
W I T N E S S E T H:Revolving Credit Agreement • May 15th, 2000 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
EXHIBIT 1 ASSET PURCHASE AGREEMENT DATED AS OF JANUARY 12, 1999Asset Purchase Agreement • February 19th, 1999 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
TERM LOAN AGREEMENTB&g Foods Inc • May 17th, 1999 • Canned, fruits, veg, preserves, jams & jellies • New York
Exhibit 10.12 B&G FOODS, INC. 9 5/8% SENIOR SUBORDINATED NOTES DUE 2007 PURCHASE AGREEMENTB&g Foods Inc • April 11th, 2002 • Canned, fruits, veg, preserves, jams & jellies • New York
REVOLVING CREDIT AGREEMENTB&g Foods Inc • May 17th, 1999 • Canned, fruits, veg, preserves, jams & jellies • New York
W I T N E S S E T H:Term Loan Agreement • May 15th, 2000 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
GUARANTYGuaranty • February 19th, 1999 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
EXHIBIT 2 TRANSITION SERVICES AGREEMENT This TRANSITION SERVICES AGREEMENT (this "Agreement") is made as of February 5, 1999, by and between International Home Foods, Inc., a Delaware corporation ("Parent"), and M. Polaner, Inc. a Delaware corporation...Transition Services Agreement • February 19th, 1999 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
Exhibit 10.13 REGISTRATION RIGHTS AGREEMENT Dated as of March 7, 2002 by and among B&G Foods, Inc., as Issuer, and BGH Holdings, Inc., RWBV Acquisition Corp., Bloch & Guggenheimer, Inc., Polaner, Inc., Trappey's Fine Foods, Inc., Maple Grove Farms of...Registration Rights Agreement • April 11th, 2002 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
GUARANTEE AND COLLATERAL AGREEMENTGuarantee and Collateral Agreement • May 17th, 1999 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
AMENDED AND RESTATED SECURITIES HOLDERS AGREEMENT dated as of December 22, 1999Securities Holders Agreement • March 3rd, 2000 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • Delaware
FIRST AMENDMENT TO AMENDED AND RESTATED TERM LOAN AGREEMENTTerm Loan Agreement • November 13th, 2003 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
AMENDED AND RESTATED TERM LOAN AGREEMENT, dated as of August 21, 2003, among B&G FOODS HOLDINGS CORP., a Delaware corporation ("Holdings"), B&G FOODS, INC., a Delaware corporation (the "Borrower"), the several banks and other financial institutions or entities from time to time parties to this Agreement (the "Lenders"), LEHMAN BROTHERS INC., as sole advisor, sole lead arranger and sole bookrunner (in such capacity, the "Arranger"), LEHMAN COMMERCIAL PAPER INC., as Administrative Agent (in such capacity, the "Administrative Agent"), and the Other Agents.
AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT made by B&G FOODS HOLDINGS CORP. B&G FOODS, INC. and certain of its Subsidiaries in favor of LEHMAN COMMERCIAL PAPER INC. as Administrative Agent Dated as of August 21, 2003Guarantee and Collateral Agreement • November 13th, 2003 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT, dated as of August 21, 2003, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the "Grantors"), in favor of LEHMAN COMMERCIAL PAPER INC., as Administrative Agent (as defined below).
FIRST AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • November 13th, 2003 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT, dated as of August 21, 2003, among B&G FOODS HOLDINGS CORP., a Delaware corporation ("Holdings"), B&G FOODS, INC., a Delaware corporation (the "Borrower"), the several banks and other financial institutions or entities from time to time parties to this Agreement (the "Lenders"), LEHMAN BROTHERS INC., as sole advisor, sole lead arranger and sole bookrunner (in such capacity, the "Arranger"), LEHMAN COMMERCIAL PAPER INC., as Administrative Agent (in such capacity, the "Administrative Agent") and the Other Agents.
INTELLECTUAL PROPERTY PURCHASE AGREEMENTIntellectual Property Purchase Agreement • February 11th, 2004 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • Delaware
This INTELLECTUAL PROPERTY PURCHASE AGREEMENT (this “Agreement”), dated as of August 21, 2003, is entered into between SOCIÉTÉ DES PRODUITS NESTLÉ S.A., a société anonyme organized under the laws of Switzerland (“SPN”), NESTEC LTD., a corporation organized under the laws of Switzerland (“Nestec” and, together with SPN, “Seller”), and O BRAND ACQUISITION CORP., a Delaware corporation (“Buyer”).
ContractFirst Supplemental Indenture • February 11th, 2004 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of October 30, 2003 among B&G Foods, Inc., a Delaware corporation (the “Company”), BGH Holdings, Inc., a Delaware corporation, Bloch & Guggenheimer, Inc., a Delaware corporation, Polaner, Inc., a Delaware corporation, Trappey’s Fine Foods, Inc., a Delaware corporation, Maple Grove Farms of Vermont, Inc., a Vermont corporation, William Underwood Company, a Massachusetts voluntary association (business trust), Heritage Acquisition Corp., a Delaware corporation, and Les Produits Alimentaires Jacques et Fils Inc., a Quebec company (collectively, the “Guarantors”), Ortega Holdings Inc., a Delaware corporation (the “New Guarantor”), and The Bank of New York, as trustee under the indenture referred to below (the “Trustee”). Capitalized terms used herein and not defined herein shall have the meaning ascribed to them in the Indenture (as defined below).
Exhibit 20.1 FOR IMMEDIATE RELEASE --------------------- B&G FOODS, INC. Roseland, NJ, March 3, 1998 On February 23, 1998, B&G Foods, Inc. (the "Company") received notice from International Home Foods, Inc. ("IHF") that (i) IHF would not renew the...For Immediate • March 3rd, 1998 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies
ContractThird Supplemental Indenture • February 11th, 2004 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of October 30, 2003 among B&G Foods, Inc., a Delaware corporation (the “Company”), BGH Holdings, Inc., a Delaware corporation, Bloch & Guggenheimer, Inc., a Delaware corporation, Polaner, Inc., a Delaware corporation, Trappey’s Fine Foods, Inc., a Delaware corporation, Maple Grove Farms of Vermont, Inc., a Vermont corporation, William Underwood Company, a Massachusetts voluntary association (business trust), Heritage Acquisition Corp., a Delaware corporation, and Les Produits Alimentaires Jacques et Fils Inc., a Quebec company (collectively, the “Guarantors”), Ortega Holdings Inc., a Delaware corporation (the “New Guarantor”), and The Bank of New York, as trustee under the indenture referred to below (the “Trustee”). Capitalized terms used herein and not defined herein shall have the meaning ascribed to them in the Indenture (as defined below).
ASSET PURCHASE AGREEMENT by and between NESTLÉ PREPARED FOODS COMPANY (FORMERLY KNOWN AS NESTLÉ USA - PREPARED FOODS DIVISION, INC.) as "Seller" O BRAND ACQUISITION CORP. as "Buyer" and B&G FOODS, INC. as "Guarantor" Dated as of July 29, 2003Asset Purchase Agreement • August 22nd, 2003 • B&g Foods Inc • Canned, fruits, veg, preserves, jams & jellies • Delaware
This Asset Purchase Agreement (this "Agreement"), dated as of July 29, 2003, is entered into between Nestlé PREPARED FOODS company (formerly known as Nestlé USA - Prepared Foods Division, Inc.), a Pennsylvania corporation ("Seller"), O BRAND ACQUISITION CORP., a Delaware corporation ("Buyer"), and B&G FOODS, INC., a Delaware corporation ("Guarantor").
