OLIN CORPORATIONUnderwriting Agreement • March 9th, 2017 • Olin Corp • Chemicals & allied products • New York
Olin Corporation, a Virginia corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as representative (the “Representative”) $500,000,000 principal amount of its 5.125% Senior Notes due 2027 (the “Offered Securities”). The Offered Securities will be issued pursuant to an indenture, dated as of August 19, 2009 (the “Base Indenture”). Certain terms of the Offered Securities will be established pursuant to a fourth supplemental indenture (the “Fourth Supplemental Indenture”) to the Base Indenture (together with the Base Indenture, the “Indenture”), between the Company and U.S. Bank National Association, as Trustee (the “Trustee”).
SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AND FUNDING AGREEMENT by and among OLIN CORPORATION as Borrower and THE LENDERS PARTY HERETO and PNC BANK, NATIONAL ASSOCIATION as Administrative Agent and PNC CAPITAL MARKETS LLC as Lead Arranger and...Funding and Credit Agreement • March 9th, 2017 • Olin Corp • Chemicals & allied products • New York
This SIXTH AMENDMENT TO AMENDED AND RESTATED FUNDING AND CREDIT AGREEMENT (this “Amendment”), dated as of March 9, 2017, to the Amended and Restated Credit and Funding Agreement dated as of December 9, 2010, as amended by the First Amendment thereto dated as of December 27, 2010, the Second Amendment thereto dated as of April 27, 2012, the Third Amendment thereto dated as of June 23, 2014, the Fourth Amendment thereto dated as of June 23, 2015 and the Fifth Amendment thereto dated as of September 29, 2016 (the “Credit and Funding Agreement”), among OLIN CORPORATION, a Virginia corporation (the “Borrower”), the Lenders and other parties party thereto from time to time and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent.
SECOND AMENDMENT AGREEMENTSecond Amendment Agreement • March 9th, 2017 • Olin Corp • Chemicals & allied products • New York
SECOND AMENDMENT AGREEMENT dated as of March 9, 2017 (this “Agreement”), among Olin Corporation, a Virginia corporation (the “Company”), Olin Canada ULC, an unlimited company amalgamated under the laws of Nova Scotia (the “Canadian Borrower”), Blue Cube Spinco Inc., a Delaware corporation (the “Spinco Borrower” and collectively with the Company and the Canadian Borrower, the “Borrowers”), the Existing Lenders referred to below who have delivered signature pages hereto and each financial institution identified on the signature pages hereto as a “New Lender” (collectively, the “New Lenders”) and Wells Fargo Bank, National Association, as administrative agent under the Existing Credit Agreement referred to below (in such capacity, the “Administrative Agent”).
FORWARD PURCHASE AGREEMENT (2017) by and among OLIN CORPORATION as Borrower and THE LENDERS PARTY HERETO and PNC BANK, NATIONAL ASSOCIATION as Administrative Agent and PNC CAPITAL MARKETS LLC as Lead Arranger and Sole Bookrunner Dated as of March 9, 2017Forward Purchase Agreement • March 9th, 2017 • Olin Corp • Chemicals & allied products
THIS FORWARD PURCHASE AGREEMENT (2017) (the “Agreement”) is dated as of March 9, 2017, and is made by and among OLIN CORPORATION, a Virginia corporation (the “Borrower”), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under the hereinafter defined Funding Agreement (hereinafter referred to in such capacity as the “Administrative Agent”).
