HARBINGER GROUP INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 28th, 2011 • Harbinger Group Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
Harbinger Group Inc., a Delaware corporation (the “Company”), proposes to issue and sell to Credit Suisse Securities (USA) LLC and Goldman, Sachs & Co. (collectively, the “Purchasers”), upon the terms set forth in a purchase agreement of even date herewith (the “Purchase Agreement”), U.S.$350,000,000 aggregate principal amount of its 10.625% Senior Secured Notes due 2015 (the “Offered Securities”). The Offered Securities will be issued pursuant to an Indenture, dated as of November 15, 2010 (the “Indenture”) among the Company and Wells Fargo Bank, National Association (the “Trustee”). As an inducement to the Purchasers, the Company agrees with the Purchasers, for the benefit of the holders of the Offered Securities (including, without limitation, the Purchasers), the Exchange Securities (as defined below) and the Private Exchange Securities (as defined below) (collectively the “Holders”), as follows:
SECURITY AND PLEDGE AGREEMENT dated as of January 7, 2011 among HARBINGER GROUP INC., THE OTHER GRANTORS FROM TIME TO TIME PARTY HERETO and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Collateral AgentSecurity and Pledge Agreement • January 28th, 2011 • Harbinger Group Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This SECURITY AND PLEDGE AGREEMENT (this “Agreement”) is made and entered into as of January 7, 2011 by and among Harbinger Group Inc., a Delaware corporation (with its successors under the Indenture, the “Issuer”, and collectively with any other Person that becomes a Grantor hereunder from time to time pursuant to Section 20, the “Grantors”), in favor of Wells Fargo Bank, National Association, as collateral agent (the “Collateral Agent”).
HARBINGER GROUP INC. as Issuer and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee Indenture Dated as of November 15, 2010 10.625% Senior Secured Notes Due November 15, 2015Collateral Trust Agreement • January 28th, 2011 • Harbinger Group Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
INDENTURE, dated as of November 15, 2010, between Harbinger Group Inc., a Delaware corporation, as the Company and Wells Fargo Bank, National Association, a national banking association, as Trustee.
COLLATERAL TRUST AGREEMENT Dated as of January 7, 2011 by and among HARBINGER GROUP INC., THE OTHER TRUSTORS PARTY HERETO WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee under the Indenture, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Collateral...Collateral Trust Agreement • January 28th, 2011 • Harbinger Group Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This COLLATERAL TRUST AGREEMENT, dated as of January 7, 2011 (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) among Harbinger Group Inc., a Delaware corporation (together with its successors, the “Company”), the Additional Trustors (as defined in Section 5.07(b)) (and together with the Company, the “Trustors”), Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (in such capacity, together with its successors and assigns from time to time, the “Indenture Trustee”), Wells Fargo Bank, National Association, as collateral agent (in such capacity, together with its successors and assigns from time to time, the “Collateral Agent”) for the Secured Parties, and each New Representative party hereto from time to time.
