HUTCHINSON TECHNOLOGY INCORPORATED 2.25% CONVERTIBLE SUBORDINATED NOTES DUE 2010Registration Rights Agreement • March 27th, 2003 • Hutchinson Technology Inc • Electronic components, nec • New York
THIS FIRST AMENDMENT TO LEASE (the "Amendment") is made and entered into this 15th day of September, 2000 (the "Effective Date"), by and between Meridian Eau Claire LLC, a Wisconsin limited liability company ("Landlord"), and Hutchinson Technology...Lease • December 20th, 2000 • Hutchinson Technology Inc • Electronic components, nec
BETWEENRights Agreement • July 24th, 2000 • Hutchinson Technology Inc • Electronic components, nec • Minnesota
Exhibit 4.7 Dated as of February 24, 1997 Teachers Insurance and Annuity Association of America 730 Third Avenue New York, New York 10017 Metropolitan Life Insurance Company 334 Madison Avenue Convent Station, New Jersey 07936 Metropolitan Insurance...Hutchinson Technology Inc • May 12th, 1997 • Electronic components, nec
MONTGOMERY SECURITIES FORM UNDERWRITING AGREEMENT [Draft of February 5, 1997] 3,375,000 SHARES HUTCHINSON TECHNOLOGY INCORPORATED COMMON STOCK UNDERWRITING AGREEMENT DATED FEBRUARY , 1997Hutchinson Technology Inc • February 5th, 1997 • Electronic components, nec • New York
January 11, 2000 Hutchinson Technology Incorporated 40 West Highland Park Hutchinson, Minnesota 55350 RE: Master Lease Agreement dated as of December 19, 1996, as amended Gentlemen: This will confirm the collateral understanding which has been reached...Master Lease Agreement • February 8th, 2000 • Hutchinson Technology Inc • Electronic components, nec
EXHIBIT 4.6 HUTCHINSON TECHNOLOGY INCORPORATED 2.25% Convertible Subordinated Notes due 2010* Purchase AgreementHutchinson Technology Inc • March 27th, 2003 • Electronic components, nec • New York
6% CONVERTIBLE SUBORDINATED NOTES DUE 2005 SHELF REGISTRATION AGREEMENT DATED AS OF MARCH 18, 1998 BY AND AMONG HUTCHINSON TECHNOLOGY INCORPORATED AND NATIONSBANC MONTGOMERY SECURITIES LLC AND FIRST CHICAGO CAPITAL MARKETS, INC.Registration Agreement • April 15th, 1998 • Hutchinson Technology Inc • Electronic components, nec • New York
Exhibit 4.7 Dated as of March 3, 1999 Teachers Insurance and Annuity Association of America 730 Third Avenue New York, New York 10017 CIG & Co. c/o CIGNA Investments, Inc. 900 Cottage Grove Road Hartford, Connecticut 06152 Ladies and Gentlemen:...Hutchinson Technology Inc • May 7th, 1999 • Electronic components, nec
EXHIBIT 4.5 EXECUTION COPY INDENTURE between HUTCHINSON TECHNOLOGY INCORPORATED and LASALLE BANK NATIONAL ASSOCIATION as Trustee 2.25% Convertible Subordinated Notes due 2010* Dated as of February 24, 2003 -------------------- * Plus an over-allotment...Hutchinson Technology Inc • March 27th, 2003 • Electronic components, nec • New York
INDENTUREHutchinson Technology Inc • April 15th, 1998 • Electronic components, nec • New York
Exhibit 4.4 Dated as of February 24, 1997 Teachers Insurance and Annuity Association of America 730 Third Avenue New York, New York 10017 Amerus Life Insurance Company, as successor to Central Life Assurance Company 611 Fifth Avenue Des Moines, Iowa...Hutchinson Technology Inc • May 12th, 1997 • Electronic components, nec
AGREEMENT AND PLAN OF MERGER dated as of November 1, 2015 among HUTCHINSON TECHNOLOGY INCORPORATED, HEADWAY TECHNOLOGIES, INC., and HYDRA MERGER SUB, INC.Agreement and Plan of Merger • November 2nd, 2015 • Hutchinson Technology Inc • Electronic components, nec • Minnesota
AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of November 1, 2015, among Hutchinson Technology Incorporated, a Minnesota corporation (the “Company”), Headway Technologies, Inc., a California corporation (“Parent”), and Hydra Merger Sub, Inc., a Minnesota corporation and a wholly owned subsidiary of Parent (“Merger Subsidiary”).
September 25, 1998 Hutchinson Technology Incorporated 40 West Highland Park Hutchinson, Minnesota 55350 RE: Master Lease Agreement dated as of December 19, 1996, as amended ---------------------------------------------------------------- Gentlemen:...Hutchinson Technology Inc • December 23rd, 1998 • Electronic components, nec
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 2nd, 2012 • Hutchinson Technology Inc • Electronic components, nec • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 28, 2012, by and among Hutchinson Technology Incorporated, a Minnesota corporation, with headquarters located at 40 West Highland Park Drive N.E., Hutchinson, Minnesota 55350 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (each, a “Buyer” and collectively, the “Buyers”).
Hutchinson Technology Incorporated Hutchinson, MN 55350-9784 March 9, 2012Hutchinson Technology Inc • March 12th, 2012 • Electronic components, nec • New York
This Agreement amends and restates the support agreement dated January 12, 2012, in its entirety and is made effective as of March 9, 2012. Reference is hereby made to the term sheet attached hereto as Exhibit A (the “Term Sheet”) which contemplates an exchange and tender offer (the “Exchange and Tender Offer”) by the Company for all of the Notes and certain of the Company’s 8.50% Convertible Senior Notes due 2026 (the “8.50% Notes”), together with a private placement (the “Private Placement “) up to $40 million of New Notes and detachable warrants (the “Detachable Warrants”) issued by the Company, all on the terms contemplated in the Term Sheet (except with respect to the Private Placement, which shall be on terms contemplated in the term sheet attached hereto as Exhibit E (the “Private Placement Term Sheet”)) (notwithstanding the non-binding nature of the Term Sheet and the Private Placement Term Sheet) and this Agreement. The New Notes will be identical (other than that they will be
REVOLVING CREDIT AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS AGENT) WITH HUTCHINSON TECHNOLOGY INCORPORATED AND THE OTHER BORROWERS SIGNATORY HERETO (BORROWERS) September 16, 2011Security Agreement • September 21st, 2011 • Hutchinson Technology Inc • Electronic components, nec • New York
Revolving Credit and Security Agreement dated as of September 16, 2011 among HUTCHINSON TECHNOLOGY INCORPORATED, a corporation organized under the laws of the State of Minnesota (“HTI”) (HTI and each other Person who becomes a Borrower hereunder, each a “Borrower”, and collectively “Borrowers”), 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 Lenders (PNC, in such capacity, the “Agent”).
Hutchinson Technology Incorporated Hutchinson, MN 55350-9784 January 12, 2012Hutchinson Technology Inc • March 12th, 2012 • Electronic components, nec • New York
Re: Support Agreement (this “Agreement”) regarding the tender of Hutchinson Technology Incorporated’s 3.25% Convertible Subordinated Notes due 2026 (the “Notes”) for for cash (the “ Tender Commitment”)
betweenMaster Lease Agreement • February 5th, 1997 • Hutchinson Technology Inc • Electronic components, nec
THIRD AMENDMENT TO RIGHTS AGREEMENTRights Agreement • March 27th, 2012 • Hutchinson Technology Inc • Electronic components, nec
THIS AMENDMENT between Hutchinson Technology Incorporated, a Minnesota corporation (the “Company”), and Wells Fargo Bank, N.A. (the “Rights Agent”) dated as of March 27, 2012 (this “Amendment”), to the Rights Agreement dated as of July 29, 2010, as amended May 6, 2011 and February 24, 2012 (the “Original Amended Agreement”) between the Company and the Rights Agent.
PURCHASE AGREEMENT DATED MARCH 12, 1998Registration Agreement • April 15th, 1998 • Hutchinson Technology Inc • Electronic components, nec • New York
HUTCHINSON TECHNOLOGY INCORPORATEDNote Purchase Agreement • December 18th, 1996 • Hutchinson Technology Inc • Electronic components, nec • New York
HUTCHINSON TECHNOLOGY INCORPORATEDNote Purchase Agreement • December 18th, 1996 • Hutchinson Technology Inc • Electronic components, nec • New York
INTERCREDITOR AGREEMENTIntercreditor Agreement • April 2nd, 2012 • Hutchinson Technology Inc • Electronic components, nec • New York
This INTERCREDITOR AGREEMENT (this “Agreement”) is dated as of March 30, 2012, and entered into by and between PNC BANK, NATIONAL ASSOCIATION, a national banking association (“PNC”), in its capacity as agent under the First Lien Debt Documents (as defined below), (in such capacity, and together with its successors and assigns in such capacity, “First Lien Agent”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Wells Fargo”), in its capacity as trustee and collateral agent under the Second Lien Debt Documents (as defined below), (in such capacity, and together with its successors and assigns in such capacity, “Second Lien Agent”).
SECOND AMENDED AND RESTATED LOAN AGREEMENTLoan Agreement • December 28th, 2007 • Hutchinson Technology Inc • Electronic components, nec • Illinois
This AMENDED AND RESTATED LOAN AGREEMENT dated as of December 21, 2007 (the “Agreement”), is executed by and between HUTCHINSON TECHNOLOGY INCORPORATED (“HTI”), a Minnesota corporation, HUTCHINSON TECHNOLOGY ASIA, INC. a Minnesota corporation (“Asia”; collectively HTI and Asia shall be referred to as the “Borrower”), whose address is 40 W. Highland Park, Hutchinson, Minnesota 55350, and LASALLE BANK NATIONAL ASSOCIATION, a national banking association, (the “Bank”), whose address is 135 South La Salle Street, Chicago, Illinois 60603.
DEALER MANAGER AGREEMENTDealer Manager Agreement • May 6th, 2011 • Hutchinson Technology Inc • Electronic components, nec • New York
Hutchinson Technology Incorporated, a Minnesota corporation (the “Company”), plans to make an offer (such offer, as it may from time to time be amended and supplemented, the “Exchange Offer”) to exchange newly issued Convertible Senior Notes due 2026 (the “New Notes”) for any and all, but not less than $40 million aggregate principal amount, of its outstanding 3.25% Convertible Subordinated Notes due 2026 (the “Old Notes”) on the terms and subject to the conditions set forth in the Exchange Offer Materials referred to below.
THIRD AMENDMENT TO HUTCHINSON TECHNOLOGY INCORPORATED CREDIT AGREEMENTHutchinson Technology Incorporated Credit Agreement • January 7th, 1999 • Hutchinson Technology Inc • Electronic components, nec • Illinois
HUTCHINSON TECHNOLOGY INCORPORATED Non-Statutory Stock Option Agreement (Employee)Hutchinson Technology Incorporated • November 1st, 2004 • Hutchinson Technology Inc • Electronic components, nec • Minnesota
This is a Non-Statutory Stock Option Agreement (“Agreement”) between Hutchinson Technology Incorporated, a Minnesota corporation (the “Company”), and the optionee identified above (the “Optionee”), effective as of the date of grant specified above.
Dated as of December 16, 1998 Teachers Insurance and Annuity Association of America 730 Third Avenue New York, New York 10017 CIG & Co. c/o CIGNA Investments, Inc. 900 Cottage Grove Road Hartford, Connecticut 06152 Ladies and Gentlemen: Reference is...Hutchinson Technology Inc • January 7th, 1999 • Electronic components, nec
FIFTH AMENDMENT TO RIGHTS AGREEMENTRights Agreement • November 2nd, 2015 • Hutchinson Technology Inc • Electronic components, nec • Minnesota
This Fifth Amendment to Rights Agreement (this “Amendment”), dated as of November 1, 2015, is made between Hutchinson Technology Incorporated, a Minnesota corporation (the “Company”), and Wells Fargo Bank, N.A. (the “Rights Agent”), to the Rights Agreement dated as of July 29, 2010, as amended May 6, 2011, February 24, 2012, March 27, 2012, and October 20, 2014 (together, the “Original Amended Agreement”), between the Company and the Rights Agent.
CREDIT AGREEMENTAssignment Agreement • February 2nd, 1996 • Hutchinson Technology Inc • Electronic components, nec • Illinois
HUTCHINSON TECHNOLOGY INCORPORATED RESTRICTED STOCK AGREEMENTHutchinson Technology Incorporated • January 11th, 2005 • Hutchinson Technology Inc • Electronic components, nec • Minnesota
THIS AGREEMENT is made as of , 200 , between Hutchinson Technology Incorporated, a Minnesota corporation (the “Company”), and (the “Director”).
AMENDED AND RESTATED DEALER MANAGER AGREEMENTDealer Manager Agreement • March 23rd, 2012 • Hutchinson Technology Inc • Electronic components, nec • New York
Reference is made to the Dealer Manager Agreement, dated February 6, 2012, between Hutchinson Technology Incorporated, a Minnesota corporation (the “Company”), and Houlihan Lokey Captial, Inc. (“Houlihan Lokey” or “you”). The Company and Houlihan Lokey agree to amend and restate the Dealer Manager Agreement in its entirety as follows.
HUTCHINSON TECHNOLOGY INCORPORATED (As Amended and Restated October 10, 2008) *[Form of]* Non-Statutory Stock Option Agreement (Employee)Non-Statutory Stock Option Agreement • December 11th, 2008 • Hutchinson Technology Inc • Electronic components, nec • Minnesota
This is a Non-Statutory Stock Option Agreement (“Agreement”) between Hutchinson Technology Incorporated, a Minnesota corporation (the “Company”), and the optionee identified above (the “Optionee”), effective as of the date of grant specified above. Unless the context indicates otherwise, terms that are not defined in this Agreement will have the meaning set forth in the Plan as it currently exists or as it is amended in the future.
HUTCHINSON TECHNOLOGY INCORPORATED AMENDED AND RESTATED 1996 INCENTIVE PLAN Incentive Stock Option Agreement (Employee)Incentive Stock Option Agreement • October 18th, 2005 • Hutchinson Technology Inc • Electronic components, nec • Minnesota
This is an Incentive Stock Option Agreement (“Agreement”) between Hutchinson Technology Incorporated, a Minnesota corporation (the “Company”), and the Optionee identified above (the “Optionee”), effective as of the date of grant specified above.
