REGISTRATION RIGHTS AGREEMENT by and among Susser Holdings, L.L.C. Susser Finance Corporation and Banc of America Securities LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated Wachovia Capital Markets, LLC BMO Capital Markets Corp. Dated as of...Registration Rights Agreement • November 19th, 2007 • Susser Holdings CORP • Retail-convenience stores • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 13, 2007, by and among Susser Holdings, L.L.C., a Delaware limited liability company (the “Company”), and Susser Finance Corporation, a Delaware corporation (“SFC” and, together with the Company, the “Issuers”), Susser Holdings Corporation, a Delaware corporation and the indirect parent of the Issuers, Stripes Holdings LLC, a Delaware limited liability company and the direct parent of the Company, and each of the Issuers’ domestic subsidiaries as of the Closing Date after giving effect to the acquisition of TCFS Holdings, Inc. by Susser Holdings Corporation (except one non-wholly owned subsidiary) (collectively, the “Guarantors”), and Banc of America Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wachovia Capital Markets, LLC and BMO Capital Markets Corp. (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Issuers’ 10 5/8% Senior Notes due
NOTE GUARANTEESusser Holdings CORP • November 19th, 2007 • Retail-convenience stores
For value received, each Guarantor (which term includes any successor Person under the Indenture) has, jointly and severally, unconditionally guaranteed, to the extent set forth in the Indenture and subject to the provisions in the Indenture dated as of December 21, 2005 (the “Indenture”) among Stripes Acquisition LLC, a Delaware limited liability company (subsequently merged with and into Susser Holdings, L.L.C., a Delaware limited liability company) (the “Company”), Susser Finance Corporation, a Delaware corporation (“SFC” and together with the Company, the “Issuers”), the Guarantors party thereto and The Bank of New York, as trustee (the “Trustee”), (a) the due and punctual payment of the principal of, premium and Additional Interest, if any, and interest on, the Notes, whether at maturity, by acceleration, redemption or otherwise, the due and punctual payment of interest on overdue principal of and interest on the Notes, if any, if lawful, and the due and punctual performance of al
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • November 19th, 2007 • Susser Holdings CORP • Retail-convenience stores • New York
THIS THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of November 13, 2007, among Susser Holdings, L.L.C., a Delaware limited liability company (the “Company”), Susser Finance Corporation, a Delaware corporation (“SFC” and together with the Company, the “Issuers”), each of the Guarantors party hereto, TCFS Holdings, Inc., a Texas corporation (“TCFS”), Town & Country Food Stores, Inc., a Texas corporation (“Town & Country”), and T&C Wholesale, Inc., a Texas corporation (“Wholesale” and together with TCFS and Town and Country, the “Town & Country Guarantors”), Susser Financial Services LLC, a Texas limited liability company (“SFS”), Stripes Acquisition LLC, a Texas limited liability Company (“Stripes Acquisition”), and The Bank of New York, as trustee under the Indenture referred to below (the “Trustee”).
