CREDIT AGREEMENT Dated as of June 18, 2010 among WATTS WATER TECHNOLOGIES, INC. and CERTAIN SUBSIDIARIES, as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, JPMORGAN CHASE BANK, N.A. and KEYBANK NATIONAL...Credit Agreement • June 22nd, 2010 • Watts Water Technologies Inc • Miscellaneous fabricated metal products • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of June 18, 2010, among WATTS WATER TECHNOLOGIES, INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
GUARANTYGuaranty • June 22nd, 2010 • Watts Water Technologies Inc • Miscellaneous fabricated metal products • New York
This GUARANTY (this “Guaranty”), dated as of June 18, 2010, is made by Watts Water Technologies, Inc., a Delaware corporation (the “Company”), the Subsidiaries of the Company set forth on the signature pages hereto (the “Initial Subsidiary Guarantors”), Watts Industries Europe B.V., a private company with limited liability organized under the laws of The Netherlands (the “Initial Designated Borrower” and, together with the Company, the Initial Subsidiary Guarantors and any additional Subsidiaries of the Company that become parties to this Guaranty by executing a Supplement hereto in the form attached hereto as Annex I, the “Guarantors”), in favor of Bank of America, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) for the Lenders pursuant to the Credit Agreement hereinafter defined.
FORM OF SENIOR NOTE] WATTS WATER TECHNOLOGIES, INC.Watts Water Technologies Inc • June 22nd, 2010 • Miscellaneous fabricated metal products
This Note is one of a series of Senior Notes (herein called the “Notes”) issued pursuant to a Note Purchase Agreement dated as of June 18, 2010 (as from time to time amended, the “Note Purchase Agreement”), between the Company and the respective Purchasers named therein and is entitled to the benefits thereof. Each holder of this Note will be deemed, by its acceptance hereof, (i) to have agreed to the confidentiality provisions set forth in Section 20 of the Note Purchase Agreement and (ii) to have made the representations set forth in Section 6 of the Note Purchase Agreement.
FORM OF SUBSIDIARY GUARANTY]Guaranty • June 22nd, 2010 • Watts Water Technologies Inc • Miscellaneous fabricated metal products
THIS GUARANTY (this “Guaranty”) dated as of June 18, 2010 is made by the undersigned (each, a “Guarantor”), in favor of the holders from time to time of the Notes hereinafter referred to, including each purchaser named in the Note Purchase Agreement hereinafter referred to, and their respective successors and assigns (collectively, the “Holders” and each individually, a “Holder”).
WATTS WATER TECHNOLOGIES, INC. 5.05% Senior Notes Due June 18, 2020 NOTE PURCHASE AGREEMENT Dated as of June 18, 2010Note Purchase Agreement • June 22nd, 2010 • Watts Water Technologies Inc • Miscellaneous fabricated metal products • Connecticut
The Company has authorized the issue and sale of $75,000,000 aggregate principal amount of its 5.05% Senior Notes due June 18, 2020 (the “Notes”, such term to include any such notes issued in substitution therefor pursuant to Section 13 of this Agreement). The Notes shall be substantially in the form set out in Exhibit 1, with such changes therefrom, if any, as may be approved by you and the Company. Certain capitalized terms used in this Agreement are defined in Schedule B; references to a “Schedule” or an “Exhibit” are, unless otherwise specified, to a Schedule or an Exhibit attached to this Agreement. Subject to Section 22, the Notes will be guaranteed by each domestic Subsidiary that is now or in the future becomes a borrower under the Credit Agreement or a signatory to the Bank Guaranties (individually, a “Subsidiary Guarantor” and collectively, the “Subsidiary Guarantors”) pursuant to a guaranty substantially in the form of Exhibit B-1 (the “Subsidiary Guaranty”).
