1 Exhibit 4.5 REGISTRATION RIGHTS AGREEMENT Dated June 8, 1998Registration Rights Agreement • July 16th, 1998 • Buckeye Technologies Inc • Pulp mills • New York
BUCKEYE CELLULOSE CORPORATION CREDIT AGREEMENT Dated as of May 28, 1997 FLEET NATIONAL BANK, Agent SUNTRUST BANK, CENTRAL FLORIDA N.A., Documentation Agent TORONTO DOMINION (TEXAS), INC., Documentation AgentCredit Agreement • September 26th, 1997 • Buckeye Cellulose Corp • Pulp mills • Massachusetts
CREDIT AGREEMENT Amendment No. 4Credit Agreement • September 3rd, 2003 • Buckeye Technologies Inc • Pulp mills • Massachusetts
BETWEENAsset Purchase Agreement • October 14th, 1999 • Buckeye Technologies Inc • Pulp mills • Delaware
Execution Copy BUCKEYE TECHNOLOGIES INC. amended and restated credit agreement Dated as of November 5, 2003 FLEET NATIONAL BANK, Administrative Agent FLEET SECURITIES, INC., Joint Lead Arranger and Joint Book Manager CITIGROUP GLOBAL MARKETS INC.,...Credit Agreement • November 12th, 2003 • Buckeye Technologies Inc • Pulp mills • New York
BUCKEYE TECHNOLOGIES INC., as Issuer and UNION PLANTERS BANK, N.A., as Trustee _________ INDENTURE Dated as of June 11, 1998 _________ $150,000,000 8% Senior Subordinated Notes due 2010 2 Reconciliation and tie between Trust Indenture Act of 1939 and...Buckeye Technologies Inc • July 16th, 1998 • Pulp mills • New York
BUCKEYE TECHNOLOGIES INC. CREDIT AGREEMENT Amendment No. 2Credit Agreement • October 31st, 2001 • Buckeye Technologies Inc • Pulp mills • Massachusetts
EXHBIT 10.16 FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENT THIS FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENT (this "Amendment") is dated as of September 3, 2002, by and among BUCKEYE RECEIVABLES INC., a Delaware corporation (the "Purchaser"),...Credit and Security Agreement • September 20th, 2002 • Buckeye Technologies Inc • Pulp mills • Georgia
Rights Agent FIRST AMENDMENT TO RIGHTS AGREEMENTRights Agreement • September 26th, 1997 • Buckeye Cellulose Corp • Pulp mills
Amendment No. 1Credit Agreement • April 29th, 2005 • Buckeye Technologies Inc • Pulp mills • Massachusetts
CONSENT UNDER THE CREDIT AGREEMENT BUCKEYE TECHNOLOGIES INC.Credit Agreement • September 20th, 2002 • Buckeye Technologies Inc • Pulp mills • Massachusetts
CREDIT AGREEMENT Amendment No. 3Credit Agreement • May 14th, 2002 • Buckeye Technologies Inc • Pulp mills • Massachusetts
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 25, 2007 among BUCKEYE TECHNOLOGIES INC., as the Company, The Guarantors from time to time party hereto, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The...Credit Agreement • May 24th, 2011 • Buckeye Technologies Inc • Pulp mills • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of July 25, 2007 among BUCKEYE TECHNOLOGIES INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company from time to time party hereto as guarantors (collectively, the “Guarantors” and individually, a “Guarantor”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
ARTICLE I DEFINITIONSStock Option Subscription Agreement • September 23rd, 1998 • Buckeye Technologies Inc • Pulp mills • Delaware
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 27th, 2009 • Buckeye Technologies Inc • Pulp mills • Delaware
THIS AGREEMENT (the “Agreement”) is made on this ___ day of _____________, 2009 between BUCKEYE TECHNOLOGIES INC., a Delaware corporation (the “Company”), and [Name] (“Indemnitee”):
AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENTChange in Control Agreement • September 21st, 2011 • Buckeye Technologies Inc • Pulp mills • Delaware
This Amended and Restated Change in Control Agreement (this “Agreement”), dated as of ________ (the “Effective Date”), is made by and between Buckeye Technologies Inc., having its principal offices at 1001 Tillman Street, Memphis, Tennessee 38112 (the “Company”), and __________ (the “Executive”).
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 22, 2010 among BUCKEYE TECHNOLOGIES INC., as the Company, The Guarantors from time to time party hereto, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer,...Credit Agreement • May 16th, 2011 • Buckeye Technologies Inc • Pulp mills • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of October 22, 2010 among BUCKEYE TECHNOLOGIES INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company from time to time party hereto as guarantors (collectively, the “Guarantors” and individually, a “Guarantor”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
September 20, 2001Buckeye Technologies Inc • September 26th, 2001 • Pulp mills
July 24, 2012Separation Agreement • July 26th, 2012 • Buckeye Technologies Inc • Pulp mills • Tennessee
EXHIBIT 21.1 SUBSIDIARIES OF THE REGISTRANT Subsidiary Jurisdiction of Incorporation ================================== ============================= Buckeye Florida Corporation Delaware Buckeye Foley Corporation Delaware Buckeye Florida, Limited...Buckeye Cellulose Corp • September 26th, 1997 • Pulp mills
BETWEENGerman Purchase Agreement • October 14th, 1999 • Buckeye Technologies Inc • Pulp mills
AGREEMENT AND PLAN OF MERGER by and among Georgia-Pacific LLC, GP Cellulose Group LLC and Buckeye Technologies Inc. Dated as of April 23, 2013Agreement and Plan of Merger • April 24th, 2013 • Buckeye Technologies Inc • Pulp mills • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of April 23, 2013 (this “Agreement”), by and among Georgia-Pacific LLC, a Delaware limited liability company (the “Parent”), GP Cellulose Group LLC, a Delaware limited liability company and a wholly-owned Subsidiary of the Parent (the “Purchaser”), and Buckeye Technologies Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.4 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 25, 2007 among BUCKEYE TECHNOLOGIES INC., as the Company, The Guarantors from time to time party hereto, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The...Credit Agreement • July 31st, 2007 • Buckeye Technologies Inc • Pulp mills • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of July 25, 2007 among BUCKEYE TECHNOLOGIES INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company from time to time party hereto as guarantors (collectively, the “Guarantors” and individually, a “Guarantor”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
April 23, 2013 Georgia-Pacific LLC GP Cellulose Group LLCMerger Agreement • April 24th, 2013 • Buckeye Technologies Inc • Pulp mills • Delaware
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 22, 2010 among BUCKEYE TECHNOLOGIES INC., as the Company, The Guarantors from time to time party hereto, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer,...Credit Agreement • October 28th, 2010 • Buckeye Technologies Inc • Pulp mills • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of October 22, 2010 among BUCKEYE TECHNOLOGIES INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company from time to time party hereto as guarantors (collectively, the “Guarantors” and individually, a “Guarantor”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
Buckeye Technologies Inc.Buckeye Technologies Inc • May 7th, 2013 • Pulp mills
We are pleased to inform you that, on April 23, 2013, Buckeye Technologies Inc. (“Buckeye”) entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with Georgia-Pacific LLC (“Georgia-Pacific”) and GP Cellulose Group LLC, an indirect wholly-owned subsidiary of Georgia-Pacific (the “Purchaser”). In accordance with the Merger Agreement, Purchaser has today commenced a tender offer (the “Offer”) to purchase all of the outstanding shares of our common stock, par value $0.01 per share (the “Shares”), at a price per share of $37.50, net to the seller in cash, without interest (the “Offer Price”) and subject to any withholding of taxes required by applicable law.
ContractBuckeye Technologies Inc • May 30th, 2013 • Pulp mills • Delaware
ARTICLE I DEFINITIONSManagement Stock Option Subscription Agreement • September 23rd, 1998 • Buckeye Technologies Inc • Pulp mills • Delaware
CREDIT AND SECURITY AGREEMENT THIS CREDIT AND SECURITY AGREEMENT (the "Agreement") is dated as of December 5, 2001, by and between BUCKEYE RECEIVABLES INC., a Delaware corporation ("Purchaser"), and WACHOVIA BANK, N.A., as Lender. The parties hereto...Credit and Security Agreement • February 13th, 2002 • Buckeye Technologies Inc • Pulp mills • Georgia
FIRST SUPPLEMENTAL INDENTURE Dated as of July 1, 2009 Supplement to Indenture dated as of September 22, 2003 by and among BUCKEYE TECHNOLOGIES INC., Each of the GUARANTORS from time to time party hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY,...First Supplemental Indenture • August 27th, 2009 • Buckeye Technologies Inc • Pulp mills • New York
FIRST SUPPLEMENTAL INDENTURE dated as of the 1st day of July, 2009 (the “Supplemental Indenture”), by and among BUCKEYE TECHNOLOGIES INC., a Delaware corporation (the “Company”), the Guarantors, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., formerly known as The Bank of New York Trust Company, N.A. (“The Bank of New York”), a national banking association, as trustee (the “Trustee”).
