CREDIT AGREEMENT dated as of June 11, 2013, among SCHOOL SPECIALTY, INC., as Borrower THE LENDERS PARTY HERETO and CREDIT SUISSE AG, as Administrative Agent and Collateral Agent CREDIT SUISSE SECURITIES (USA) LLC as Sole Bookrunner and Sole Lead ArrangerCredit Agreement • August 7th, 2013 • School Specialty Inc • Wholesale-durable goods • New York
CREDIT AGREEMENT dated as of June 11, 2013 (this “Agreement”), among SCHOOL SPECIALTY, INC., a Delaware corporation (the “Borrower”), the Lenders (such term and each other capitalized term used but not defined in these introductory statements having the meaning given it in Article I) and CREDIT SUISSE AG, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) and as collateral agent (in such capacity, including any successor thereto, the “Collateral Agent”) for the Lenders.
LOAN AGREEMENT Dated as of June 11, 2013 SCHOOL SPECIALTY, INC. and certain of its Subsidiaries, as Borrowers and Guarantors BANK OF AMERICA, N.A., as Agent SUNTRUST BANK, as Syndication Agent, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED and...Loan Agreement • August 7th, 2013 • School Specialty Inc • Wholesale-durable goods • New York
THIS LOAN AGREEMENT is dated as of June 11, 2013, among SCHOOL SPECIALTY, INC., a Delaware corporation (“Company”), certain Subsidiaries of Company party hereto (collectively, “Subsidiary Borrowers” and each, a “Subsidiary Borrower” and together with Company, collectively, “Borrowers” and each, a “Borrower”), the other Guarantors party hereto, the financial institutions party to this Agreement from time to time as lenders (collectively, “Lenders”), BANK OF AMERICA, N.A., a national banking association, as agent for the Lenders (“Agent”), SUNTRUST BANK, as Syndication Agent (in such capacity, “Syndication Agent”) and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED and SUNTRUST ROBINSON HUMPHREY, INC., as Joint Lead Arrangers (in such capacity, “Lead Arrangers”) and as Joint Bookrunners.
GUARANTEE AND COLLATERAL AGREEMENT dated as of June 11, 2013 among SCHOOL SPECIALTY, INC. THE GUARANTORS PARTY HERETO and BANK OF AMERICA, N.A. as AgentGuarantee and Collateral Agreement • August 7th, 2013 • School Specialty Inc • Wholesale-durable goods • New York
GUARANTEE AND COLLATERAL AGREEMENT (this “Agreement”), dated as of June 11, 2013, among SCHOOL SPECIALTY, INC., as a Borrower, the other BORROWERS and GUARANTORS party hereto and BANK OF AMERICA, N.A., as Agent.
ASSET PURCHASE AGREEMENT DATED AS OF JANUARY 28, 2013 AMONG BAYSIDE SCHOOL SPECIALTY, LLC, SCHOOL SPECIALTY, INC., AND THE OTHER SELLERS NAMED HEREINAsset Purchase Agreement • August 7th, 2013 • School Specialty Inc • Wholesale-durable goods • New York
THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of January 28, 2013 (the “Execution Date”), is made by and among (i) Bayside School Specialty, LLC, a Delaware limited liability company (“Purchaser”), and (ii) School Specialty, Inc., a Wisconsin corporation (“SS”) and each of its Subsidiaries listed on the signature pages of this Agreement (together with SS, each a “Seller” and collectively, “Sellers”).
GUARANTEE AND COLLATERAL AGREEMENT dated as of June 11, 2013 among SCHOOL SPECIALTY, INC. THE GUARANTORS PARTY HERETO and CREDIT SUISSE AG as Collateral AgentGuarantee and Collateral Agreement • August 7th, 2013 • School Specialty Inc • Wholesale-durable goods • New York
GUARANTEE AND COLLATERAL AGREEMENT (this “Agreement”), dated as of June 11, 2013, among SCHOOL SPECIALTY, INC., as the Borrower, the GUARANTORS party hereto and CREDIT SUISSE AG, as Collateral Agent.
DEBTOR-IN-POSSESSION CREDIT AGREEMENT by and among WELLS FARGO CAPITAL FINANCE, LLCPatent Security Agreement • August 7th, 2013 • School Specialty Inc • Wholesale-durable goods • New York
THIS DEBTOR-IN-POSSESSION CREDIT AGREEMENT (this “Agreement”), is entered into as of January 31, 2013, by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, and GE CAPITAL MARKETS, INC., a Delaware corporation, as co-lead arrangers (in such capacities, together with their successors and assigns in such capacities, the “Co-Lead Arrangers”), WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, and GE CAPITAL MARKETS, INC., a Delaware corporation, as joint book runners (in such capacities, together with their successors and assigns
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • August 7th, 2013 • School Specialty Inc • Wholesale-durable goods • New York
This SECURITY AND PLEDGE AGREEMENT (this “Agreement”) is dated as of January 31, 2013 and entered into by and among SCHOOL SPECIALTY, INC., a Wisconsin corporation (“School Specialty” or the “Administrative Borrower”), which is a debtor and debtor-in-possession in a case pending in the Bankruptcy Court under Chapter 11 of the Bankruptcy Code, each of CLASSROOMDIRECT.COM, LLC, a Delaware limited liability company, DELTA EDUCATION, LLC, a Delaware limited liability company, SPORTIME, LLC, a Delaware limited liability company, CHILDCRAFT EDUCATION CORP., a New York corporation, BIRD-IN-HAND WOODWORKS, INC., a New Jersey corporation, CALIFONE INTERNATIONAL, INC., a Delaware corporation, and PREMIER AGENDAS, INC., a Washington corporation (collectively, the “Subsidiary Borrowers” and, together with the Administrative Borrower, the “Borrowers”), each of which is a debtor and debtor-in-possession in a case pending in the Bankruptcy Court under Chapter 11 of the Bankruptcy Code, SELECT AGENDAS
SENIOR SECURED SUPER PRIORITY DEBTOR-IN-POSSESSION CREDIT AGREEMENT Dated as of January 31, 2013 among SCHOOL SPECIALTY, INC., CLASSROOMDIRECT.COM, LLC, DELTA EDUCATION, LLC, SPORTIME, LLC, CHILDCRAFT EDUCATION CORP., BIRD-IN-HAND WOODWORKS, INC.,...Credit Agreement • August 7th, 2013 • School Specialty Inc • Wholesale-durable goods • New York
This Senior Secured Super Priority Debtor-in-Possession Credit Agreement is dated as of January 31, 2013, and is entered into by and among SCHOOL SPECIALTY, INC., a Wisconsin corporation (“School Specialty” or the “Administrative Borrower”), each of ClassroomDirect.com, LLC, a Delaware limited liability company, Delta Education, LLC, a Delaware limited liability company, Sportime, LLC, a Delaware limited liability company, Childcraft Education Corp., a New York corporation, Bird-in-Hand Woodworks, Inc. a New Jersey corporation, Califone International, Inc. a Delaware corporation, and Premier Agendas, Inc., a Washington corporation (collectively, the “Subsidiary Borrowers” and, together with the Administrative Borrower, the “Borrowers”), Select Agendas, Corp., a Nova Scotia unlimited liability company, Frey Scientific, Inc. and Sax Arts & Crafts, Inc., each a Delaware corporation, each as a Guarantor, each Subsidiary of the Administrative Borrower (other than the Subsidiary Borrowers) t
AMENDMENT NO. 3 TO DEBTOR-IN-POSSESSION CREDIT AGREEMENTPossession Credit Agreement • August 7th, 2013 • School Specialty Inc • Wholesale-durable goods
This AMENDMENT NO. 3 TO DEBTOR-IN-POSSESSION CREDIT AGREEMENT (this “Amendment”) is entered into as of April 23, 2013, by and among WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), SCHOOL SPECIALTY, INC., a Wisconsin corporation (“Parent”), CLASSROOMDIRECT.COM, LLC, a Delaware limited liability company (“ClassroomDirect”), SPORTIME, LLC, a Delaware limited liability company (“Sportime”), DELTA EDUCATION, LLC, a Delaware limited liability company (“Delta Education”), PREMIER AGENDAS, INC., a Washington corporation (“Premier Agendas”), CHILDCRAFT EDUCATION CORP., a New York corporation (“Childcraft”), BIRD-IN-HAND WOODWORKS, INC., a New Jersey corporation (“Bird-In-Hand”), and CALIFONE INTERNATIONAL, INC., a Delaware corporation (“Califone”; Parent, ClassroomDirect, Sportime, Delta Education, Premier Agendas, Childcraft, Bird-In-Hand and C
SECURITY AND PLEDGE AGREEMENT Dated as of February 27, 2013 among SCHOOL SPECIALTY, INC., CLASSROOMDIRECT.COM, LLC, DELTA EDUCATION, LLC, SPORTIME, LLC, CHILDCRAFT EDUCATION CORP., BIRD-IN-HAND WOODWORKS, INC., CALIFONE INTERNATIONAL, INC., and...Security and Pledge Agreement • August 7th, 2013 • School Specialty Inc • Wholesale-durable goods • New York
This SECURITY AND PLEDGE AGREEMENT (this “Agreement”) is dated as of February 27, 2013 and entered into by and among SCHOOL SPECIALTY, INC., a Wisconsin corporation (“School Specialty” or the “Administrative Borrower”), which is a debtor and debtor-in-possession in a case pending in the Bankruptcy Court under Chapter 11 of the Bankruptcy Code, each of CLASSROOMDIRECT.COM, LLC, a Delaware limited liability company, DELTA EDUCATION, LLC, a Delaware limited liability company, SPORTIME, LLC, a Delaware limited liability company, CHILDCRAFT EDUCATION CORP., a New York corporation, BIRD-IN-HAND WOODWORKS, INC., a New Jersey corporation, CALIFONE INTERNATIONAL, INC., a Delaware corporation, and PREMIER AGENDAS, INC., a Washington corporation (collectively, the “Subsidiary Borrowers” and, together with the Administrative Borrower, the “Borrowers”), each of which is a debtor and debtor-in-possession in a case pending in the Bankruptcy Court under Chapter 11 of the Bankruptcy Code, SELECT AGENDA
GUARANTY AND SECURITY AGREEMENTGuaranty and Security Agreement • August 7th, 2013 • School Specialty Inc • Wholesale-durable goods • New York
This GUARANTY AND SECURITY AGREEMENT (this “Agreement”), dated as of January 31, 2013, among the Persons listed on the signature pages hereof as “Grantors” and those additional entities that hereafter become parties hereto by executing the form of Joinder attached hereto as Annex 1 (each, a “Grantor” and collectively, the “Grantors”), and WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company (“WFCF”), in its capacity as administrative agent for the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”).
AMENDMENT NO. 2 TO DEBTOR-IN-POSSESSION CREDIT AGREEMENTPossession Credit Agreement • August 7th, 2013 • School Specialty Inc • Wholesale-durable goods
This AMENDMENT NO. 2 TO DEBTOR-IN-POSSESSION CREDIT AGREEMENT (this “Amendment”) is entered into as of April 12, 2013, by and among WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), SCHOOL SPECIALTY, INC., a Wisconsin corporation (“Parent”), CLASSROOMDIRECT.COM, LLC, a Delaware limited liability company (“ClassroomDirect”), SPORTIME, LLC, a Delaware limited liability company (“Sportime”), DELTA EDUCATION, LLC, a Delaware limited liability company (“Delta Education”), PREMIER AGENDAS, INC., a Washington corporation (“Premier Agendas”), CHILDCRAFT EDUCATION CORP., a New York corporation (“Childcraft”), BIRD-IN-HAND WOODWORKS, INC., a New Jersey corporation (“Bird-In-Hand”), and CALIFONE INTERNATIONAL, INC., a Delaware corporation (“Califone”; Parent, ClassroomDirect, Sportime, Delta Education, Premier Agendas, Childcraft, Bird-In-Hand and C
