CLAYMONT STEEL, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 11th, 2007 • CitiSteel PA, Inc. • Steel works, blast furnaces & rolling mills (coke ovens) • New York
Claymont Steel, Inc., a Delaware corporation (the “Company”), is issuing and selling to Jefferies & Company, Inc. and CIBC World Markets Corp. (the “Initial Purchasers”), upon the terms set forth in the Purchase Agreement, dated February 5, 2007, by and among the Company, the Initial Purchasers and CitiSteel PA, Inc., a Pennsylvania corporation (the “Purchase Agreement”), $105,000,000 aggregate principal amount of 8.875% Senior Notes due 2015 issued by the Company (each, together with the related guarantees, a “Note” and collectively, the “Notes”). As an inducement to the Initial Purchasers to enter into the Purchase Agreement, the Company and CitiSteel PA, Inc. agree with the Initial Purchasers, for the benefit of the Holders (as defined below) of the Notes (including, without limitation, the Initial Purchasers), as follows:
INDENTURE Dated as of February 15, 2007, among CLAYMONT STEEL, INC., as Issuer, THE GUARANTOR NAMED HEREIN, as Guarantor, and THE BANK OF NEW YORK, as Trustee 8.875% Senior Notes due 2015Indenture • May 11th, 2007 • CitiSteel PA, Inc. • Steel works, blast furnaces & rolling mills (coke ovens) • New York
INDENTURE, dated as of February 15, 2007, among Claymont Steel, Inc., a Delaware corporation (the “Company”), CitiSteel PA, a Pennsylvania corporation, and The Bank of New York, as trustee (in such capacity, the “Trustee”).
CLAYMONT STEEL, INC. PURCHASE AGREEMENTPurchase Agreement • May 11th, 2007 • CitiSteel PA, Inc. • Steel works, blast furnaces & rolling mills (coke ovens) • New York
Issuance of Notes. Subject to the terms and conditions herein contained, the Company proposes to issue and sell to Jefferies & Company, Inc. and CIBC World Markets Corp. (the “Initial Purchasers”), severally and not jointly, $105,000,000 aggregate principal amount of 8.875%Senior Notes due 2015 (each a “Note” and, collectively, the “Notes”). The Notes will be issued pursuant to an indenture (the “Indenture”), to be dated as of the Closing Date (as defined in Section 2 hereof), by and among the Company, the Subsidiary Guarantor, and The Bank of New York, as trustee (in such capacity, the “Trustee”). Capitalized terms used, but not defined herein, shall have the meanings set forth in the Indenture.
U.S. $80,000,000 AMENDED AND RESTATED FINANCING AGREEMENT, dated as of February 15, 2007 among THE LENDERS FROM TIME TO TIME PARTY TO THIS AGREEMENT, U.S. BANK NATIONAL ASSOCIATION, as Agent and CLAYMONT STEEL, INC., as BorrowerFinancing Agreement • May 11th, 2007 • CitiSteel PA, Inc. • Steel works, blast furnaces & rolling mills (coke ovens)
THIS AMENDED AND RESTATED FINANCING AGREEMENT (this “Agreement”), dated as of February 15, 2007, by and among CLAYMONT STEEL, INC., a Delaware corporation (formerly known as CitiSteel USA, Inc.) (“Borrower”), each of the Lenders from time to time party hereto, and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as LC Issuer and as Agent, is as follows:
