Section Heading Page Section 1. Background..................................... ........................................1 Section 2. Amendment and Restatement of Existing Agreements and Existing Notes....................1 Section 2.1. Amendment and...Stepan Co • March 21st, 2003 • Soap, detergents, cleang preparations, perfumes, cosmetics • Illinois
EXHIBIT 99.2 Execution Copy =================================================== ============================= STEPAN COMPANY 6.86% Senior Notes due September 1, 2015 NOTE PURCHASE AGREEMENT Dated as of September 1, 2002 TABLE OF CONTENTS (Not a part...Note Purchase Agreement • November 14th, 2002 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • Illinois
STEPAN COMPANY REVOLVING CREDIT AGREEMENT DATED AS OF JANUARY 9, 1998Assignment Agreement • March 30th, 1998 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • Illinois
amongRevolving Credit Agreement • November 14th, 2002 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • Illinois
STEPAN COMPANY $30,000,000 6.59% Promissory Notes, Due October 1, 2013 _____________________________________________ LOAN AGREEMENT Dated as of October 1, 1998 TABLE OF CONTENTS (not part of Agreement)Loan Agreement • March 29th, 1999 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • Illinois
Section Heading Page Section 1. Background..................................... ........................................1 Section 2. Amendment and Restatement of Existing Agreements and Existing Notes....................1 Section 2.1. Amendment and...Stepan Co • March 21st, 2003 • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
CREDIT AGREEMENTCredit Agreement • April 26th, 2006 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
CREDIT AGREEMENT dated as of April 20, 2006 among STEPAN COMPANY, the LENDERS party hereto, and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent.
CREDIT AGREEMENT dated as of January 30, 2018 among STEPAN COMPANY as Company The Foreign Subsidiary Borrowers Party Hereto The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A. as Administrative Agent and BANK OF AMERICA, N.A. as Syndication Agent...Credit Agreement • February 2nd, 2018 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
CREDIT AGREEMENT (this “Agreement”) dated as of January 30, 2018 among STEPAN COMPANY, the FOREIGN SUBSIDIARY BORROWERS from time to time party hereto, the LENDERS from time to time party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
CREDIT AGREEMENT dated as of August 27, 2010 among STEPAN COMPANY The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A. as Administrative Agent J.P. MORGAN SECURITIES INC. as Sole Bookrunner and Sole Lead ArrangerCredit Agreement • September 2nd, 2010 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
CREDIT AGREEMENT (this “Agreement”) dated as of August 27, 2010 among STEPAN COMPANY, the LENDERS from time to time party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
CREDIT AGREEMENT dated as of September 20, 2012 among STEPAN COMPANY as Borrower The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A. as Administrative Agent and BANK OF AMERICA, N.A. as Syndication Agent J.P. MORGAN SECURITIES LLC as Sole...Credit Agreement • September 25th, 2012 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
CREDIT AGREEMENT (this “Agreement”) dated as of September 20, 2012 among STEPAN COMPANY, the LENDERS from time to time party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 10, 2014 among STEPAN COMPANY as Borrower The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A. as Administrative Agent and BANK OF AMERICA, N.A. as Syndication Agent J.P. MORGAN SECURITIES LLC...Credit Agreement • July 11th, 2014 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of July 10, 2014 among STEPAN COMPANY, the LENDERS from time to time party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
FIRST AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • February 2nd, 2018 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
STEPAN COMPANY, a Delaware corporation (together with any successor thereto that becomes a party hereto pursuant to Section 10.7, the “Company”), agrees with the Purchasers listed in the attached Schedule A (the “Purchasers”) to this Note Purchase Agreement (this “Agreement”) as follows:
Subsidiary GuarantySubsidiary Guaranty • June 14th, 2021 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
This Subsidiary Guaranty dated as of June 10, 2021 (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) is entered into on a joint and several basis by each of the undersigned together with any Subsidiaries which become parties to this Guaranty by executing a Supplement hereto in the form attached hereto as Annex I (each a “Guarantor” and collectively, the “Guarantors”), for the benefit of the holders from time to time of the Notes (the “Holders”) and Prudential (as defined below) (together with the “Holders” each a “Beneficiary” and collectively, the “Beneficiaries”).
THIRD AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • February 2nd, 2018 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
STEPAN COMPANY, a Delaware corporation (the “Company”), agrees with the Purchasers listed in the attached Schedule A (the “Purchasers”) to this Note Purchase Agreement (this “Agreement”) as follows:
STEPAN COMPANY PERFORMANCE GRANT AGREEMENTPerformance Grant Agreement • February 27th, 2018 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics
THIS AGREEMENT (this “Agreement”), dated as of the __ day of , , is entered into by and between Stepan Company, a Delaware corporation (the “Company”), and [Participant Name] (the “Participant”).
STEPAN COMPANY STOCK APPRECIATION RIGHTS AGREEMENT2011 Incentive Compensation Plan • February 23rd, 2015 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics
THIS AGREEMENT (this “Agreement”), dated as of the ______ day of ______________, 20____, is entered into by and between Stepan Company, a Delaware corporation (the “Company”), and __________________________(the “Participant”).
STEPAN COMPANY SECond Amendment Dated as of September 29, 2023 to NOTE PURCHASE AGREEMENT Dated as of June 27, 2013Note Purchase Agreement • September 29th, 2023 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics
This second Amendment dated as of September 29, 2023 (this “Amendment”) to that certain Note Purchase Agreement dated as of June 27, 2013 is among Stepan Company, a Delaware corporation (the “Company”), each Subsidiary Guarantor party hereto and each holder of Notes (as hereinafter defined) that is a party hereto (collectively, the “Noteholders”).
GUARANTYGuaranty • July 13th, 2015 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
THIS GUARANTY (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) is made as of July 10, 2015, by Stepan Specialty Products, LLC, a Delaware limited liability company (together with any Subsidiaries which become parties to this Guaranty by executing a Supplement hereto in the form attached hereto as Annex I, the “Guarantors”), for the benefit of the holders from time to time of the Notes (as defined below) (the “Holders”).
AMENDMENT NO. 1 Dated as of September 29, 2023 to CREDIT AGREEMENT Dated as of June 24, 2022Credit Agreement • September 29th, 2023 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
THIS AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”) is made as of September 29, 2023 (the “Amendment No. 1 Effective Date”) by and among Stepan Company (the “Borrower”), the “Lenders” (as defined below) signatory hereto and JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent”), under that certain Credit Agreement dated as of June 24, 2022 by and among the Borrower, the Foreign Subsidiary Borrowers from time to time party thereto, the financial institutions from time to time party thereto (the “Lenders”) and the Administrative Agent (as amended, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.
SEPARATION AGREEMENT AND RELEASESeparation Agreement and Release • September 20th, 2018 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • Illinois
This Separation Agreement and Release (“Agreement”) is entered into by JENNIFER ANSBRO HALE (“Executive”) and STEPAN COMPANY (the “Company”).
STEPAN COMPANY RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 16th, 2007 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • Illinois
THIS AGREEMENT (the “Agreement”), is made and entered into as of day of , 20 (the “Date of Grant”) by and between Stepan Company, a Delaware corporation (the “Company”) and (the “Participant”).
STEPAN COMPANY RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 21st, 2006 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • Illinois
THIS AGREEMENT (the “Agreement”), is made and entered into as of day of , 200 (the “Date of Grant”) by and between Stepan Company, a Delaware corporation (the “Company”) and (the “Participant”).
SETTLEMENT AGREEMENT UNITED STATES and STEPAN COMPANYSettlement Agreement • November 18th, 2004 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics
STEPAN COMPANY PERFORMANCE GRANT AGREEMENT2011 Incentive Compensation Plan • July 29th, 2011 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics
THIS AGREEMENT (this “Agreement”), dated as of the day of , 20 , is entered into by and between Stepan Company, a Delaware corporation (the “Company”), and (the “Participant”).
AMENDMENT NO. 1 to REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • March 15th, 2004 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • Illinois
THIS AMENDMENT NO. 1 TO REVOLVING CREDIT AGREEMENT (the “Amendment”) is made as of March 8, 2004, but effective as of December 31, 2003 (the “Effective Date”), by and among STEPAN COMPANY (the “Borrower”), the financial institutions listed on the signature pages hereof (the “Banks”) and BANK ONE, NA, in its capacity as contractual representative (the “Agent”) under that certain Revolving Credit Agreement dated as of May 3, 2002 by and among the Borrower, the financial institutions party thereto and the Agent (as amended, supplemented or otherwise modified as of the date hereof, the “Credit Agreement”). Defined terms used herein and not otherwise defined herein shall have the meaning given to them in the Credit Agreement.
STEPAN COMPANY STOCK AWARDS AGREEMENTStock Awards Agreement • October 30th, 2013 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics
THIS STOCK AWARDS AGREEMENT (this “Agreement”), is made and entered into as of the ____ day of __________, 20___ (the “Date of Grant”) by and between Stepan Company, a Delaware corporation (the “Company”), and _________________ (the “Participant”).
2.37% Senior Notes, Series 2021-B, due September 23, 2028 andMaster Note Agreement • June 14th, 2021 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
which becomes bound by certain provisions of this Agreement as hereinafter provided (each such New York Life Affiliate together with the Initial Purchasers, a “Purchaser” and collectively, the “Purchasers”)
STEPAN COMPANY INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • December 23rd, 2004 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics
THIS AGREEMENT, dated as of the day of , 200 , and entered into by and between Stepan Company, a Delaware corporation (the “Company”), and (the “Participant”).
STEPAN COMPANY NOTE PURCHASE AGREEMENT DATED AS OF JULY 10, 2015 Issuance of $100,000,000 3.95% Senior Notes, due July 10, 2027Stepan Company Note Purchase Agreement • July 13th, 2015 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
STEPAN COMPANY, a Delaware corporation (together with any successor thereto that becomes a party hereto pursuant to Section 10.7, the “Company”), agrees with the Purchasers listed in the attached Schedule A (the “Purchasers”) to this Note Purchase Agreement (this “Agreement”) as follows:
STEPAN COMPANY THIRD AMENDMENT Dated as of December 28, 2010 to: AMENDED 1998 NOTE AGREEMENT and Each as described herein1998 Note Agreement • February 28th, 2011 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • Illinois
THIS THIRD AMENDMENT, dated as of December 28, 2010 (the “Third Amendment”), to each of the Outstanding Agreements (as defined below) is among STEPAN COMPANY, a Delaware corporation (the “Company”), and each of the institutions which is a signatory to this Third Amendment (collectively, the “Noteholders”).
Prudential Shelf Facility Note Purchase and Private Shelf AgreementDefined Terms • June 14th, 2021 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
STEPAN COMPANY NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • July 29th, 2011 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics
THIS AGREEMENT (this “Agreement”), dated as of the day of , 20 , is entered into by and between Stepan Company, a Delaware corporation (the “Company”), and (the “Participant”).
STEPAN COMPANY SECOND SUPPLEMENT TO NOTE PURCHASE AGREEMENT Dated as of November 1, 2011 Re: $65,000,000 4.86% Series 2011-A Senior Notes DUE NOVEMBER 1, 2023Note Purchase Agreement • November 4th, 2011 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
This Second Supplement to Note Purchase Agreement (the “Supplement”) is between STEPAN COMPANY, a Delaware corporation (the “Company”), and the institutional investors named on Schedule A attached hereto (the “Purchasers”).
STEPAN COMPANY STOCK APPRECIATION RIGHTS AGREEMENTStock Appreciation Rights Agreement • February 24th, 2017 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics
THIS AGREEMENT (this “Agreement”), dated as of the __ day of ___________, 20__, is entered into by and between Stepan Company, a Delaware corporation (the “Company”), and Participant Name (the “Participant”).
STEPAN COMPANY NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • February 16th, 2007 • Stepan Co • Soap, detergents, cleang preparations, perfumes, cosmetics
THIS AGREEMENT, dated as of the ___ day of _____, 20___ and entered into by and between Stepan Company, a Delaware corporation (the “Company”), and ______ (the “Participant”).
