REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 13th, 2007 • Horsehead Holding Corp • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 12, 2007, by and among Horsehead Holding Corp., a Delaware corporation (the “Company”) and Friedman, Billings, Ramsey & Co., Inc., a Delaware corporation (“FBR”), for the benefit of FBR, the purchasers of the Company’s common stock, par value $0.01 per share (the “Common Stock”), as participants (“Participants”) in the private placement by the Company of shares of Common Stock consummated on the date hereof (the “Private Placement”), and the direct and indirect transferees of FBR, and each of the Participants.
HORSEHEAD HOLDING CORP. Common Stock ($0.01 par value per share) AT-THE-MARKET EQUITY OFFERING SALES AGREEMENTTerms Agreement • October 23rd, 2015 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
Subject to the terms and conditions set forth herein and in the Sales Agreement which are incorporated herein by reference, the Company agrees to issue and sell to the Agent and the latter agrees to purchase from the Company the number of shares of the Purchased Securities at the time and place and at the purchase price set forth in the Schedule hereto.
HORSEHEAD HOLDING CORP. (a Delaware corporation) 5,000,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • January 28th, 2015 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
Horsehead Holding Corp., a Delaware corporation (the “Company”) confirms its agreement with each of the underwriters listed on Schedule I hereto (collectively, the “Underwriters”), for whom Stifel, Nicolaus & Company, Incorporated is acting as representative (in such capacity, the “Representative”), with respect to (i) the sale by the Company of 5,000,000 shares (the “Firm Shares”) of common stock, par value $0.01 per share, of the Company (the “Common Stock”), and the purchase by the Underwriters, acting severally and not jointly, of the respective number of shares of Common Stock set forth opposite the names of the Underwriters in Schedule I hereto, and (ii) the grant of the option described in Section 1(b) hereof to purchase all or any part of 750,000 additional shares of Common Stock (the “Option Shares”), if any, from the Company to the Underwriters, acting severally and not jointly, in the respective numbers of shares of Common Stock set forth opposite the names of each of the Un
EMPLOYMENT AGREEMENTEmployment Agreement • April 13th, 2007 • Horsehead Holding Corp • Pennsylvania
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on this 30th day of November, 2006, by and between Horsehead Corporation, a Delaware corporation (the “Company”) and Ali Alavi (“Employee”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 4th, 2011 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • Pennsylvania
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on this 3rd day of January, 2011, by and between Horsehead Corporation, a Delaware corporation (the “Company”) and James M. Hensler III (“Employee”).
HORSEHEAD CORPORATION First Amendment to Employment Agreement James Hensler III Dated: December 24, 2008Employment Agreement • March 16th, 2009 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals
WHEREAS, Horsehead Corporation (the “Company”), and James Hensler III (“Employee”), entered into an employment agreement on November 30, 2006 (the “Agreement”); and
INDENTURE, dated as of July 29, 2014, among HORSEHEAD HOLDING CORP. as Issuer, THE SUBSIDIARY GUARANTORS PARTY HERETO, as Subsidiary Guarantors and U.S. BANK NATIONAL ASSOCIATION, as Trustee 9.00% Senior Notes due 2017Indenture • July 30th, 2014 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
INDENTURE, dated as of July 29, 2014, among Horsehead Holding Corp., a Delaware corporation (the “Issuer”), the Subsidiary Guarantors (as herein defined) party hereto and U.S. Bank National Association, as Trustee (the “Trustee”).
REVOLVING CREDIT AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS AGENT) AND SUCH OTHER LENDERS WHICH ARE NOW OR HEREAFTER A PARTY HERETO WITH ZOCHEM INC., A CANADA CORPORATION (AS BORROWER) AND THE GUARANTORS PARTY HERETO April...Revolving Credit and Security Agreement • May 1st, 2014 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • Pennsylvania
Revolving Credit and Security Agreement dated April 29, 2014, among Zochem Inc., a corporation incorporated pursuant to the Canada Business Corporations Act (the “Borrower”), the Guarantors (as hereinafter defined), the financial institutions which are now or which hereafter become a party hereto (collectively, the “Lenders” and individually a “Lender”) and PNC Bank, National Association (“PNC”), as agent for the Lenders (PNC, in such capacity, the “Agent”).
HORSEHEAD HOLDING CORP. 13,750,000 Shares of Common Stock PURCHASE/PLACEMENT AGREEMENT November 20, 2006Purchase/Placement Agreement • April 13th, 2007 • Horsehead Holding Corp • New York
HORSEHEAD HOLDING CORP., a Delaware corporation (the “Company”), proposes to issue and sell pursuant to this Purchase/Placement Agreement (the “Agreement”) to you, Friedman, Billings, Ramsey & Co., Inc. (“FBR”), as initial purchaser, a number of shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”) equal to 13,750,000 shares less the number of Regulation D Shares sold in the Private Placement (each as defined herein) (the “144A/Regulation S Shares”).
AMENDMENT NO. 5 AND WAIVER TO SENIOR SECURED SUPERPRIORITY DEBTOR-IN POSSESSION CREDIT, SECURITY AND GUARANTY AGREEMENTSecurity and Guaranty Agreement • September 21st, 2016 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
This AMENDMENT NO. 5 AND WAIVER TO SENIOR SECURED SUPERPRIORITY DEBTOR-IN-POSSESSION CREDIT, SECURITY AND GUARANTY AGREEMENT, dated as of September 15, 2016 (this “Amendment”), is entered into by and among HORSEHEAD CORPORATION, a company organized under the laws of the State of Delaware (“Horsehead”), THE INTERNATIONAL METALS RECLAMATION COMPANY, LLC, a limited liability company organized under the laws of the State of Delaware (“INMETCO”), HORSEHEAD METAL PRODUCTS, LLC, a limited liability company organized under the laws of the State of North Carolina (“HMP”), ZOCHEM INC., a corporation incorporated pursuant to the Canada Business Corporations Act (“Zochem”) and HORSEHEAD HOLDING CORP., a corporation organized under the laws of the State of Delaware (“Horsehead Holding” and, together with Horsehead, INMETCO, HMP and Zochem, each a “Borrower” and, collectively, the “Borrowers”), the Lenders party hereto and CANTOR FITZGERALD SECURITIES, as Administrative Agent. Capitalized terms used
ContractFirst • April 13th, 2007 • Horsehead Holding Corp • New York
FIRST AMENDMENT dated as of January 18, 2006 (“Amendment”), to the SECOND LIEN FINANCING AGREEMENT, dated as of July 15, 2005 (as amended, modified or supplemented from time to time, the “Financing Agreement”), and First Amendment to the Post-Closing Letter (as defined in the Financing Agreement), among HORSEHEAD CORP. (f/k/a Horsehead Acquisition Corp.), a Delaware corporation (the “Company”), HORSEHEAD INTERMEDIARY CORP., a Delaware corporation (“Horsehead Intermediary”), CHESTNUT RIDGE RAILROAD CORP., a Delaware corporation (together with the Company and Horsehead Intermediary, the “Credit Parties”) and CML I, LLC (as successor by assignment to Contrarian Service Company, L.L.C.) (the “Lender”). Terms which are capitalized in this Amendment and not otherwise defined shall have the meanings ascribed to such terms in the Financing Agreement.
CONTINUING GUARANTYContinuing Guaranty • June 26th, 2013 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • Pennsylvania
AMENDMENT NO. 1 TO REVOLVING CREDIT AND SECURITY AGREEMENTCredit and Security Agreement • October 1st, 2013 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • Ontario
WHEREAS the Agent, the Borrower and the Guarantor entered into a Revolving Credit and Security Agreement dated as of December 21, 2012 (the “Credit Agreement”);
FOURTH AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENTRevolving Credit and Security Agreement • June 30th, 2014 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • Pennsylvania
This Fourth Amendment to Revolving Credit and Security Agreement, dated as of the 30th day of June, 2014, by and among Horsehead Corporation, a Delaware corporation (“Horsehead”), Horsehead Metal Products, Inc., a North Carolina corporation (“Horsehead Metal”), Horsehead Zinc Powders, LLC, a Delaware limited liability company (Horsehead Zinc, together with Horsehead and Horsehead Metal, collectively, the “Borrower”), Horsehead Holding Corp., a Delaware corporation (“Holding”), Chestnut Ridge Railroad Corp., a Delaware corporation (“Chestnut Ridge”, together with Holding, each a “Guarantor and collectively, the “Guarantors”), the financial institutions party hereto (collectively, the “Lenders” and individually a “Lender”) and PNC Bank, National Association (“PNC”), as agent for the Lenders (PNC, in such capacity, the “Agent”) (the “Fourth Amendment”).
HORSEHEAD CORPORATION Second Amendment to Employment Agreement Robert Scherich Dated: June 22, 2009Employment Agreement • June 24th, 2009 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals
WHEREAS, Horsehead Corporation (the “Company”), and Robert Scherich (“Employee”), entered into an employment agreement on November 30, 2006 (as amended, including without limitation pursuant to that First Amendment to Employment Agreement, dated December 24, 2008, the “Agreement”); and
FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT pursuant to the HORSEHEAD HOLDING CORP. EXECUTIVE LONG TERM INCENTIVE PLANRestricted Stock Unit Award Agreement • March 16th, 2009 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • Delaware
THIS AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Horsehead Holding Corp., a company organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the Horsehead Holding Corp. Amended and Restated 2006 Long-Term Equity Incentive Plan, as in effect and as amended from time to time (the “Plan”).
CREDIT AGREEMENTCredit Agreement • July 7th, 2015 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
AMENDMENT NO. 4 AND WAIVER TO SENIOR SECURED SUPERPRIORITY DEBTOR-IN POSSESSION CREDIT, SECURITY AND GUARANTY AGREEMENTSecurity and Guaranty Agreement • August 3rd, 2016 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
This AMENDMENT NO. 4 AND WAIVER TO SENIOR SECURED SUPERPRIORITY DEBTOR-IN-POSSESSION CREDIT, SECURITY AND GUARANTY AGREEMENT, dated as of August 1, 2016 (this “Amendment”), is entered into by and among HORSEHEAD CORPORATION, a company organized under the laws of the State of Delaware (“Horsehead”), THE INTERNATIONAL METALS RECLAMATION COMPANY, LLC, a limited liability company organized under the laws of the State of Delaware (“INMETCO”), HORSEHEAD METAL PRODUCTS, LLC, a limited liability company organized under the laws of the State of North Carolina (“HMP”), ZOCHEM INC., a corporation incorporated pursuant to the Canada Business Corporations Act (“Zochem”) and HORSEHEAD HOLDING CORP., a corporation organized under the laws of the State of Delaware (“Horsehead Holding” and, together with Horsehead, INMETCO, HMP and Zochem, each a “Borrower” and, collectively, the “Borrowers”), the Lenders party hereto and CANTOR FITZGERALD SECURITIES, as Administrative Agent. Capitalized terms used but
ContractFinancing Agreement • April 13th, 2007 • Horsehead Holding Corp • New York
FOURTH AMENDMENT AND CONSENT dated as of October 25, 2006 (“Amendment”), to the FINANCING AGREEMENT, dated as of July 15, 2005 (as amended, modified or supplemented from time to time, the “Financing Agreement”), among HORSEHEAD CORPORATION (f/k/a Horsehead Corp. and Horsehead Acquisition Corp.), a Delaware corporation (the “Company”), HORSEHEAD INTERMEDIARY CORP., a Delaware corporation (“Horsehead Intermediary”), CHESTNUT RIDGE RAILROAD CORP., a Delaware corporation (together with the Company and Horsehead Intermediary, the “Credit Parties”), THE CIT GROUP/BUSINESS CREDIT, INC. (“CIT”), PNC BANK, NATIONAL ASSOCIATION (“PNC” and together with CIT, collectively, the “Lenders”), and CIT, as agent for the Lenders (the “Agent”). Terms which are capitalized in this Amendment and not otherwise defined shall have the meanings ascribed to such terms in the Financing Agreement.
ContractFinancing Agreement • April 13th, 2007 • Horsehead Holding Corp • New York
THIRD AMENDMENT AND CONSENT dated as of October 25, 2006 (“Amendment”), to the SECOND LIEN FINANCING AGREEMENT, dated as of July 15, 2005 (as amended, modified or supplemented from time to time, the “Financing Agreement”), among HORSEHEAD CORPORATION (f/k/a Horsehead Corp. and Horsehead Acquisition Corp.), a Delaware corporation (the “Company”), HORSEHEAD INTERMEDIARY CORP., a Delaware corporation (“Horsehead Intermediary”), CHESTNUT RIDGE RAILROAD CORP., a Delaware corporation (together with the Company and Horsehead Intermediary, the “Credit Parties”) and CML I, LLC (as successor by assignment to Contrarian Service Company, LLC) (“CML”) and Contrarian Financial Service Company, LLC (“CFSC”). Terms which are capitalized in this Amendment and not otherwise defined shall have the meanings ascribed to such terms in the Financing Agreement.
ContractAppointment and Acceptance • February 16th, 2016 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
THIS INSTRUMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE (this “Instrument”), dated as of February 11, 2016 (the close of business on such date, the “Effective Date”), is by and among Horsehead Holding Corp., a Delaware corporation (the “Issuer”), Horsehead Corporation, Horsehead Metal Products, LLC, The International Metals Reclamation Company, LLC and Chestnut Ridge Railroad Corp., as Subsidiary Guarantors (collectively, the “Subsidiary Guarantors”), Wilmington Trust, National Association, a national banking association duly organized and existing under the laws of the United States of America (the “Successor Trustee”), and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States of America (the “Resigning Trustee”). Capitalized terms not otherwise defined herein shall have the same meaning ascribed to such terms in the Indenture (as defined below).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 2nd, 2014 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • Pennsylvania
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "First Amendment") is entered into as of March 31, 2014, by and between THE INTERNATIONAL METALS RECLAMATION COMPANY, INC., a Delaware corporation (the "Borrower"), and WELLS FARGO BANK, N. A., a national banking association (the "Bank").
AMENDMENT NO. 1 TO SENIOR SECURED SUPERPRIORITY DEBTOR-IN POSSESSION CREDIT, SECURITY AND GUARANTY AGREEMENTSecurity and Guaranty Agreement • March 7th, 2016 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
This AMENDMENT NO. 1 TO SENIOR SECURED SUPERPRIORITY DEBTOR-IN-POSSESSION CREDIT, SECURITY AND GUARANTY AGREEMENT, dated as of March 3, 2016 (this “Amendment”), is entered into by and among HORSEHEAD CORPORATION, a company organized under the laws of the State of Delaware (“Horsehead”), THE INTERNATIONAL METALS RECLAMATION COMPANY, LLC, a limited liability company organized under the laws of the State of Delaware (“INMETCO”), HORSEHEAD METAL PRODUCTS, LLC, a limited liability company organized under the laws of the State of North Carolina (“HMP”), ZOCHEM INC., a corporation incorporated pursuant to the Canada Business Corporations Act (“Zochem”) and HORSEHEAD HOLDING CORP., a corporation organized under the laws of the State of Delaware (“Horsehead Holding” and, together with Horsehead, INMETCO, HMP and Zochem, each a “Borrower” and, collectively, the “Borrowers”), the Lenders party hereto and CANTOR FITZGERALD SECURITIES, as Administrative Agent. Capitalized terms used but not defined
ContractFinancing Agreement • March 31st, 2008 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
FIFTH AMENDMENT dated as of December 14, 2007 (“Amendment”), to the FINANCING AGREEMENT, dated as of July 15, 2005 (as amended, modified or supplemented from time to time, the “Financing Agreement”), among HORSEHEAD CORPORATION (f/k/a Horsehead Corp. and Horsehead Acquisition Corp.), a Delaware corporation (the “Company”), HORSEHEAD INTERMEDIARY CORP., a Delaware corporation (“Horsehead Intermediary”), CHESTNUT RIDGE RAILROAD CORP., a Delaware corporation (together with the Company and Horsehead Intermediary, the “Credit Parties”), THE CIT GROUP/BUSINESS CREDIT, INC. (“CIT”), PNC BANK, NATIONAL ASSOCIATION (“PNC” and together with CIT, collectively, the “Lenders”), and CIT, as agent for the Lenders (the “Agent”). Terms which are capitalized in this Amendment and not otherwise defined shall have the meanings ascribed to such terms in the Financing Agreement.
FOURTH SUPPLEMENTAL INDENTUREFourth Supplemental Indenture • July 30th, 2014 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
Fourth Supplemental Indenture (this “Supplemental Indenture”), dated as of July 29, 2014, among Horsehead Holding Corp. (the “Issuer”), the subsidiaries of the Company set forth on the signature pages hereto (collectively, the “Guarantors”), and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
SECOND LIEN FINANCING AGREEMENT among CONTRARIAN SERVICE COMPANY, L.L.C. (as Lender) HORSEHEAD CORP. (as Company) and HORSEHEAD INTERMEDIARY CORP., and CHESTNUT RIDGE RAILROAD CORP. (each as a joint and several Guarantor) Dated: As of July 15, 2005Financing Agreement • April 13th, 2007 • Horsehead Holding Corp • New York
CONTRARIAN SERVICE COMPANY, L.L.C., a Delaware limited liability company (“Lender”), with offices located at 411 West Putnam Avenue, Suite 225, Greenwich, Connecticut 06830, and any other entity becoming a Lender hereunder pursuant to Section 13.2 of this Second Lien Financing Agreement (the “Financing Agreement”), is pleased to confirm, as of this 15th day of July, 2005, the terms and conditions under which the Lender shall make a term loan and other financial accommodations to Horsehead Corp. (f/k/a Horsehead Acquisition Corp.), a Delaware corporation (the “Company”), with a principal place of business at 300 Frankfort Road, Monaca, PA 15061, which term loan and other financial accommodations, together with all other Obligations (as defined below), shall be secured by the Collateral (as defined below) and supported by the guaranty and surety of the other Credit Parties (as defined below) pursuant to Section 15 of this Financing Agreement.
ContractFinancing Agreement • April 13th, 2007 • Horsehead Holding Corp • New York
THIRD AMENDMENT dated as of April 28, 2006 (“Amendment”), to the FINANCING AGREEMENT, dated as of July 15, 2005 (as amended, modified or supplemented from time to time, the “Financing Agreement”), among HORSEHEAD CORP. (f/k/a Horsehead Acquisition Corp.), a Delaware corporation (the “Company”), HORSEHEAD INTERMEDIARY CORP., a Delaware corporation (“Horsehead Intermediary”), CHESTNUT RIDGE RAILROAD CORP., a Delaware corporation (together with the Company and Horsehead Intermediary, the “Credit Parties”), THE CIT GROUP/BUSINESS CREDIT, INC. (“CIT”), PNC BANK, NATIONAL ASSOCIATION (“PNC” and together with CIT, collectively, the “Lenders”), and CIT, as agent for the Lenders (the “Agent”). Terms which are capitalized in this Amendment and not otherwise defined shall have the meanings ascribed to such terms in the Financing Agreement.
ContractAppointment and Acceptance • February 16th, 2016 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
THIS INSTRUMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE (this “Instrument”), dated as of February 10, 2016 (the close of business on such date, the “Effective Date”), is by and among Horsehead Holding Corp., a Delaware corporation (the “Issuer”), Delaware Trust Company, a Delaware state chartered trust company (the “Successor Trustee”), and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States of America (the “Resigning Trustee”). Capitalized terms not otherwise defined herein shall have the same meaning ascribed to such terms in the Indenture (as defined below).
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • October 29th, 2012 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of October 24, 2012, among Horsehead Metal Products, Inc., a North Carolina corporation (the “Subsidiary Guarantor”), Horsehead Holding Corp., a Delaware corporation (the “Issuer”), the existing guarantors set forth on the signature pages hereto (collectively, the “Existing Guarantors”), and U.S. Bank National Association, as trustee under the indenture referred to below (the “Trustee”).
FIRST AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENTRevolving Credit and Security Agreement • July 30th, 2012 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • Pennsylvania
This First Amendment to Revolving Credit and Security Agreement, is dated the 26th day of July, 2012, by and among Horsehead Corporation, a Delaware corporation (the “Borrower), Horsehead Holding Corp., a Delaware corporation (“Holding”), Chestnut Ridge Railroad Corp., a Delaware corporation (“Chestnut Ridge”, and together with Holding, each a “Guarantor and collectively, the “Guarantors”), the financial institutions party hereto (collectively, the “Lenders” and individually a “Lender”) and PNC Bank, National Association (“PNC”), as agent for the Lenders (PNC, in such capacity, the “Agent”) (the “First Amendment”).
HORSEHEAD HOLDING CORP. Shares of Common Stock FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • August 7th, 2007 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
FRIEDMAN, BILLINGS, RAMSEY & CO., INC. as Representative of the several Underwriters c/o Friedman, Billings, Ramsey & Co., Inc. 1001 19th Street North Arlington, Virginia 22209
HORSEHEAD CORPORATION Second Amendment to Employment Agreement Ali Alavi Dated: June 22, 2009Employment Agreement • June 24th, 2009 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals
WHEREAS,Horsehead Corporation (the “Company”), and Ali Alavi (“Employee”), entered into an employment agreement on November 30, 2006 (as amended, including without limitation pursuant to that First Amendment to Employment Agreement, dated December 24, 2008, the “Agreement”); and
ContractLien Financing Agreement • April 13th, 2007 • Horsehead Holding Corp • New York
SECOND AMENDMENT dated as of April 28, 2006 (“Amendment”), to the SECOND LIEN FINANCING AGREEMENT, dated as of July 15, 2005 (as amended, modified or supplemented from time to time, the “Financing Agreement”), among HORSEHEAD CORP. (f/k/a Horsehead Acquisition Corp.), a Delaware corporation (the “Company”), HORSEHEAD INTERMEDIARY CORP., a Delaware corporation (“Horsehead Intermediary”), CHESTNUT RIDGE RAILROAD CORP., a Delaware corporation (together with the Company and Horsehead Intermediary, the “Credit Parties”) and CML I, LLC (as successor by assignment to Contrarian Service Company, LLC) (the “Lender”). Terms which are capitalized in this Amendment and not otherwise defined shall have the meanings ascribed to such terms in the Financing Agreement.
Form of Horsehead Holding Corp. Second Amended and Restated Stock Option Grant AgreementStock Option Grant Agreement • April 13th, 2007 • Horsehead Holding Corp
This Second Amended and Restated Stock Option Grant Agreement (the “Grant Agreement”), dated as of November 30, 2006, evidences the grant of an option pursuant to the provisions of the Second Amended and Restated 2004 Stock Option Plan (the “Plan”) of Horsehead Holding Corp. (the “Company”) to the individual whose name appears below (the “Optionee”), and amends and restates in its entirety the grant agreement (the “Original Grant Agreement”) issued to Optionee pursuant to the provisions of the 2004 Stock Option Plan of the Company on September 15, 2004 (the “Effective Date”), which grant agreement was amended and restated on December 15, 2005, and covered shares of Non-Voting Common Stock of the Company. The certificate of incorporation of the Company has, on or prior to the date hereof, been amended and restated to provide for a single class of common stock, which shall be voting Common Stock (the “Shares”) and to give effect to a split of such Shares, and therefore the Original Grant
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • June 4th, 2013 • Horsehead Holding Corp • Primary smelting & refining of nonferrous metals • New York
Third Supplemental Indenture (this “Supplemental Indenture”), dated as of June 3, 2013, among Horsehead Holding Corp. (the “Issuer”), the subsidiaries of the Company set forth on the signature pages hereto (collectively, the “Guarantors”), and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
