VECTOR GROUP LTD. and each of the Guarantors PARTY HERETO 7.750% SENIOR SECURED NOTES DUE 2021 INDENTURE Dated as of February 12, 2013 U.S. BANK NATIONAL ASSOCIATION as Trustee and as Collateral Agent CROSS-REFERENCE TABLE*Indenture • February 12th, 2013 • Vector Group LTD • Cigarettes • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 12th, 2013 • Vector Group LTD • Cigarettes • New York
This Registration Rights Agreement, dated as of February 12, 2013 (this “Agreement”), is entered into by and among (i) Vector Group Ltd., a Delaware corporation (the “Issuer”), (ii) VGR Holding LLC, a Delaware limited liability company, Liggett Group LLC, a Delaware limited liability company, Liggett Vector Brands LLC, a Delaware limited liability company, Vector Research LLC, a Delaware limited liability company, Liggett & Myers Holdings Inc., a Delaware corporation, 100 Maple LLC, a Delaware limited liability company, V.T. Aviation LLC, a Delaware limited liability company, VGR Aviation LLC, a Delaware limited liability company, Eve Holdings Inc., a Delaware corporation, Vector Tobacco Inc., a Virginia corporation, and Accommodations Acquisition Corporation, a Delaware corporation and (iii) Jefferies & Company, Inc. (the “Initial Purchaser”), which has agreed to purchase $450,000,000 aggregate principal amount of the Issuer’s 7.750% Senior Secured Notes due 2021 (the “Series A Notes”
SECURITY AGREEMENT DATED FEBRUARY 12, 2013 between VECTOR TOBACCO INC. and U.S. BANK NATIONAL ASSOCIATION as Collateral AgentPatent Security and Pledge Agreement • February 12th, 2013 • Vector Group LTD • Cigarettes • New York
The Grantor enters into this Agreement in connection with the Indenture dated February 12, 2013 (the Indenture) by and among Vector Group Ltd. (Vector Group), the Guarantors party thereto and U.S. Bank National Association, as trustee (the Trustee) under the Indenture. Pursuant to the Indenture, Vector Group is issuing Notes and the Grantor is guaranteeing the Notes as provided in the Indenture. The Grantor now wishes to secure its obligations under the Indenture by entering into this Agreement.
SIXTH SUPPLEMENTAL INDENTURE VECTOR GROUP LTD. AND EACH OF THE GUARANTORS PARTY HERETO 11% SENIOR SECURED NOTES DUE 2015 SIXTH SUPPLEMENTAL INDENTURE Dated as of February 12, 2013 To INDENTURE Dated as of August 16, 2007 As supplemented by First...Supplemental Indenture • February 12th, 2013 • Vector Group LTD • Cigarettes • New York
Sixth Supplemental Indenture (this “Sixth Supplemental Indenture”), dated as of February 12, 2013, among Vector Group Ltd., a Delaware corporation (the “Company”), the Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as Trustee and Collateral Agent (the “Trustee”).
SECURITY AGREEMENT DATED FEBRUARY 12, 2013 between EACH OF THE GRANTORS PARTY HERETO and U.S. BANK NATIONAL ASSOCIATION as Collateral AgentPatent Security and Pledge Agreement • February 12th, 2013 • Vector Group LTD • Cigarettes • New York
The Grantors enter into this Agreement in connection with the Indenture dated February 12, 2013 (the Indenture) by and among Vector Group Ltd. (Vector Group), the Guarantors party thereto and U.S. Bank National Association, as trustee (the Trustee) under the Indenture. Pursuant to the Indenture, Vector Group is issuing Notes and the Grantors are guaranteeing the Notes as provided in the Indenture. The Grantors now wish to secure their obligations under the Indenture by entering into this Agreement.
PLEDGE AGREEMENTPledge Agreement • February 12th, 2013 • Vector Group LTD • Cigarettes • New York
The Pledgor enters into this Agreement in connection with the Indenture dated February 12, 2013 (the Indenture) by and among Vector Group Ltd. (Vector Group), the Guarantors party thereto and U.S. Bank National Association, as the trustee (the Trustee) under the Indenture. Pursuant to the Indenture, Vector Group is issuing Notes and Pledgor is guaranteeing the Notes as provided in the Indenture. Pledgor now wishes to secure its obligations under the Indenture by entering into this Agreement.
