FOURTH SUPPLEMENTAL INDENTURE, dated as of February 2, 2021 (this Supplemental Indenture), between Commercial Metals Company, a corporation duly organized and existing under the laws of the State of Delaware, having its principal office at 6565 N. MacArthur Blvd., Irving, Texas 75039 (the Company), and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States of America and having its principal office at 800 Nicollet Mall, Minneapolis, Minnesota 55402, as trustee (the Trustee) under the Indenture (as hereinafter defined).
WHEREAS, the Company executed and delivered the Indenture, dated as of May 6, 2013, to the Trustee (the Existing Indenture, and as heretofore supplemented, the Indenture), to provide for the issuance of the Companys unsecured debentures, notes or other evidences of indebtedness (the Securities), in one or more series;
WHEREAS, pursuant to Section 901 of the Existing Indenture, the Company desires to provide for the issuance of a new series of its Securities to be known as its 3.875% Senior Notes due 2031 (the Initial Notes and together with any Additional Notes (as defined herein) issued in accordance with Section 205 hereunder from time to time, the Notes), and to establish the forms thereof, as in Section 201 of the Existing Indenture provided, and to set forth the terms thereof, as in Section 301 of the Existing Indenture provided;
WHEREAS, the Board of Directors of the Company, pursuant to resolutions duly adopted by the Board of Directors on January 13, 2021, and a written consent duly adopted by the pricing committee of the Board of Directors on January 19, 2021, has duly authorized the issuance of up to $300,000,000 aggregate principal amount of the Notes, and has authorized the appropriate officers of the Company to execute any and all appropriate documents necessary or appropriate to effect such issuance;
WHEREAS, the Company has requested that the Trustee execute and deliver this Supplemental Indenture;
WHEREAS, all things necessary to make this Supplemental Indenture a valid agreement of the Company, in accordance with its terms, and to make the Notes, when executed by the Company and authenticated and delivered by the Trustee, the valid obligations of the Company, have been done; and
NOW THEREFORE, in consideration of the premises and the purchase and acceptance of the Notes by the Holders thereof, and for the purpose of setting forth, as provided in the Indenture, the forms and terms of the Notes, it is mutually covenanted and agreed, for the equal and proportionate benefit of all Holders of the Notes as follows:
DEFINITION OF TERMS
Section 101. Definitions.
Unless the context otherwise requires:
(a) each term defined in the Indenture has the same meaning when used in this Supplemental Indenture;
(b) each term defined anywhere in this Supplemental Indenture has the same meaning throughout;