LIBBEY GLASS INC. AND MERRILL LYNCH PCG, INC. 16% Senior Subordinated Secured Notes due 2021 AMENDED AND RESTATED INDENTURE Dated as of October 28, 2009Indenture • October 29th, 2009 • Libbey Inc • Glass & glassware, pressed or blown • New York
AMENDED AND RESTATED INDENTURE dated as of October___, 2009 (the “Indenture”), among LIBBEY GLASS INC., a Delaware corporation (the “Company” or “Libbey Glass”), LIBBEY, INC. (“Parent”) and certain subsidiaries of the Company (the “Subsidiary Guarantors” and together with Libbey Inc., the “Note Guarantors”) from time to time parties hereto and MERRILL LYNCH PCG, INC. (the “Initial Holder”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT by and between MERRILL LYNCH PCG, INC. and LIBBEY INC. Dated as of October 28, 2009Registration Rights Agreement • October 29th, 2009 • Libbey Inc • Glass & glassware, pressed or blown • New York
This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of October 28, 2009, is entered into by and between LIBBEY INC., a Delaware corporation (the “Company”), and MERRILL LYNCH PCG, Inc., a Delaware corporation (the “Stockholder”).
DEBT EXCHANGE AGREEMENTDebt Exchange Agreement • October 29th, 2009 • Libbey Inc • Glass & glassware, pressed or blown • New York
This DEBT EXCHANGE AGREEMENT (this “Agreement”), dated as of October 28, 2009, is entered into by and among Libbey Glass Inc., a Delaware corporation (the “Company”), Libbey Inc., a Delaware corporation (“Parent”) and Merrill Lynch PCG, Inc., a Delaware corporation (the “Investor” and together with the Company and Parent, the “Parties” and each, a “Party”).
ContractReaffirmation Agreement • October 29th, 2009 • Libbey Inc • Glass & glassware, pressed or blown • New York
REAFFIRMATION AGREEMENT dated as of October 28, 2009 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), among LIBBEY GLASS INC., a Delaware corporation (the “Company” or “Libbey Glass”), LIBBEY, INC. (“Parent”), the SUBSIDIARY GUARANTORS identified on Schedule A hereto (collectively, together with Libbey Glass and Parent, the “Reaffirming Parties”) and MERRILL LYNCH PCG, INC., as holder (the “Initial Holder”) of the notes issued pursuant to the Indenture referred to below.
AMENDMENT AND WAIVER NO. 2Libbey Inc • October 29th, 2009 • Glass & glassware, pressed or blown • New York
AMENDMENT AND WAIVER NO. 2, dated as of October 27, 2009 (this “Amendment”), to the Credit Agreement, dated as of June 16, 2006 (as amended prior to the date hereof, the “Credit Agreement”) among Libbey Glass Inc. and Libbey Europe B.V., each as a Borrower and together, the Borrowers, Libbey Inc., as a Loan Guarantor, the other Loan Parties party thereto, the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent with respect to the US Loans (the “Agent”), J.P. Morgan Europe Limited, as Administrative Agent with respect to the Netherlands Loans, Bank of America, N.A. (f/k/a LaSalle Bank Midwest National Association), as Syndication Agent, Wells Fargo Foothill, LLC and Fifth Third Bank, as Co-Documentation Agents and J.P. Morgan Securities Inc., as Sole Bookrunner and Sole Lead Arranger.
