COMPASS MINERALS INTERNATIONAL, INC. and American Stock Transfer & Trust Company as Rights Agent Rights Agreement Dated as of December , 2003Rights Agreement • December 10th, 2003 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
termination or expiration of the Rights), the surrender for transfer of any certificates for Common Shares, with or without such notation or a copy of this Summary of Rights, will also constitute the transfer of the Rights associated with the Common Shares represented by such certificate. As soon as practicable following the Distribution Date, separate certificates evidencing the Rights (“Right Certificates”) will be mailed to holders of record of the Common Shares as of the close of business on the Distribution Date and such separate Right Certificates alone will evidence the Rights.
Compass Minerals International, Inc. Common Stock Underwriting AgreementUnderwriting Agreement • December 10th, 2003 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • New York
Certain stockholders named in Schedule II hereto (the “Selling Stockholders”) of Compass Minerals International, Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 12,500,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 1,875,000 additional shares (the “Optional Shares”) of Common Stock, par value $.01 per share (“Stock”), of the Company (the Firm Shares and the Optional Shares which the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”).
Contract4 and Waiver • December 10th, 2003 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • New York
AMENDMENT No. 4 AND WAIVER (this “Amendment and Waiver”) dated as of November 17, 2003, to the CREDIT AGREEMENT dated as of November 28, 2001, as amended and restated as of April 10, 2002, as further amended as of December 19, 2002, as further amended as of May 5, 2003, and as further amended as of May 21, 2003 (the “Credit Agreement”), among COMPASS MINERALS INTERNATIONAL, INC. (formerly known as SALT HOLDINGS CORPORATION), COMPASS MINERALS GROUP, INC., SIFTO CANADA INC., SALT UNION LIMITED, the LENDERS from time to time party thereto, JPMORGAN CHASE BANK, as Administrative Agent, JPMORGAN CHASE BANK, TORONTO BRANCH, as Canadian Agent, and J.P. MORGAN EUROPE LIMITED (formerly known as CHASE MANHATTAN INTERNATIONAL LIMITED), as UK Agent.
