SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT

Contract Categories: Business Finance - Credit Agreements
EX-10.3 2 a14-19653_1ex10d3.htm EX-10.3

Exhibit 10.3

 

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 

THIS SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of August 15, 2014 is by and among KAPSTONE KRAFT PAPER CORPORATION, a Delaware corporation (the “Borrower”), KAPSTONE PAPER AND PACKAGING CORPORATION, a Delaware corporation (the “Parent”), certain subsidiaries of the Parent identified on the signature pages hereto as Guarantors, the Lenders identified on the signature pages hereto and BANK OF AMERICA, N.A., as Administrative Agent (the “Administrative Agent”), Swing Line Lender and L/C Issuer.

 

W I T N E S S E T H

 

WHEREAS, the Borrower, the Parent, the other Guarantors party thereto, the Lenders party thereto, and the Administrative Agent have entered into that certain Amended and Restated Credit Agreement dated as of July 18, 2013 (as amended by the First Amendment to Amended and Restated Credit Agreement dated as of April 2, 2014 and as further amended, restated, modified or supplemented from time to time, the “Credit Agreement”);

 

WHEREAS, the Borrower has requested that the Lenders agree to certain amendments to the Credit Agreement; and

 

WHEREAS, the Lenders are willing to agree to certain amendments to the Credit Agreement subject to the terms and conditions specified in this Agreement;

 

NOW, THEREFORE, IN CONSIDERATION of the premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

 

1.                                      Defined Terms.  Capitalized terms used herein but not otherwise defined herein shall have the meanings provided to such terms in the Credit Agreement.

 

2.                                      Amendments.  Subject to the other terms and conditions of this Agreement (including the conditions precedent set forth in Section 3 hereof), the Credit Agreement is hereby amended as follows:

 

(a)                                 The definition of “Securitization Transaction” is hereby amended and restated in its entirety to read as follows:

 

Securitization Transaction” means any transaction of any Loan Party or any Securitization Entity providing for sales, transfers, conveyances and/or pledges of Receivables that do not provide, directly or indirectly, for recourse against any Loan Party or its Affiliates (other than any Securitization Entity) by way of a guaranty or any other support arrangement, with respect to the amount of such Receivables (based on the financial condition or circumstances of the obligor thereunder), other than such limited recourse as is reasonable given market standards for transactions of a similar type, taking into account such factors as historical bad debt loss experience and obligor concentration levels, including in connection with any servicing of the Receivables subject thereto by any Loan Party.

 

(b)                                 The following definition is hereby added to Section 1.01 of the Credit Agreement in the appropriate alphabetical order:

 



 

Securitization Entity” means a Wholly Owned Subsidiary of the Borrower which engages in no activities other than the transactions contemplated by a Securitization Transaction and activities reasonably related thereto.

 

(c)                                  Section 6.10 of the Credit Agreement is hereby amended and restated in its entirety to read as follows:

 

Notify the Administrative Agent promptly upon (a) the formation or acquisition of any direct or indirect Domestic Subsidiary or Foreign Subsidiary or (b) the acquisition or lease of any Material Real Property by an existing Loan Party (or any real property owned or leased by any Loan Party becoming Material Real Property) and, subject to any qualifications set forth in the definition of Permitted Acquisition, promptly and in any event within 30 days of such formation, acquisition  or lease take, and cause each other Loan Party to take, such actions as are necessary or as the Administrative Agent or the Required Lenders may reasonably request from time to time to ensure that the Obligations of each Loan Party under the Loan Documents are secured by substantially all of the assets of the Parent, the Borrower and each Domestic Subsidiary (other than any Securitization Entity) of the Parent (including all Capital Securities of the Borrower and each direct or indirect Domestic Subsidiary and 65% of all Capital Securities of each direct Material Foreign Subsidiary but excluding non-Material Real Property) and guaranteed by each Domestic Subsidiary and Foreign Subsidiary of the Borrower (including any such Subsidiary acquired or created after the Closing Date but excluding any Securitization Entity), except where the guarantee by any such Foreign Subsidiary would be unlawful under applicable law or create material and adverse tax consequences for the Loan Parties, as determined by the Borrower in its commercially reasonable judgment acting in good faith and in consultation with its legal and tax advisors, including (i) the execution and delivery of guaranties, security agreements, pledge agreements, mortgages, deeds of trust, financing statements and other documents, and the filing or recording of any of the foregoing, (ii) the delivery of certificated securities and other Collateral with respect to which perfection is obtained by possession and (iii) the delivery of flood insurance policies acceptable to the Administrative Agent (which will be made available to the Lenders) with respect to any Material Real Property acquired or leased after the Closing Date which is determined to be in a flood zone (and acknowledgments signed by the Loan Party owning or leasing any such properties which are determined to be in a flood zone); provided, however, that with respect to any security interest in any Material Real Property, (A) the Loan Parties shall have an additional 60 days (or such longer period as the Administrative Agent may agree to) to deliver such mortgages, deeds of trust or other documents necessary to obtain such security interest to the extent delivery of such documents cannot otherwise be completed within the allotted time and (B) to the extent such Material Real Property is leased by a Loan Party, the Loan Parties shall only be required to deliver the foregoing Collateral Documents and related items to the extent the same are available after using commercially reasonable efforts.

 

(d)                                 Section 7.05(b)(iv)(B) of the Credit Agreement is hereby amended to add the words “or contribution” immediately following the reference to “the sale”.

 

(e)                                  Section 7.09(c) of the Credit Agreement is hereby amended to add the following parenthetical immediately following the first reference to “of any Subsidiary”:

 

2



 

“(other than any Securitization Entity)”

 

(f)                                   Section 7.11(l) of the Credit Agreement is hereby amended and restated in its entirety to read as follows:

 

(l)                                     Investments made in connection with any Permitted Securitization Transaction and Investments received in connection with any other disposition of assets permitted by Section 7.05; and

 

(g)                                  Section 9.10(a)(ii) is hereby amended and restated in its entirety to read as follows:

 

“(ii) that is disposed or to be disposed as part of or in connection with any disposition permitted hereunder or under any other Loan Document,”

 

3.                                      Conditions Precedent to Effectiveness.  This Agreement shall become effective as of the date hereof upon the satisfaction of the following conditions:

 

(a)                                 Execution of Counterparts of Agreement.  Receipt by the Administrative Agent of counterparts of this Agreement duly executed by the Borrower, the Parent, the other Guarantors, the Administrative Agent and the Required Lenders; and

 

(b)                                 Fees and Expenses.  The payment by the Borrower to the Administrative Agent (or one of its Affiliates) of all reasonable out of pocket costs and expenses of the Administrative Agent in connection with the preparation, execution and delivery of this Agreement (including, without limitation, the reasonable fees and expenses of Moore & Van Allen PLLC, special counsel to the Administrative Agent).

 

4.                                      Representations and Warranties.  Each Loan Party hereby represents and warrants that (a) it is duly authorized to execute and deliver, and perform its obligations under, this Agreement; (b) the execution, delivery and performance by it of this Agreement do not and will not (i) require any consent or approval of any governmental agency or authority (other than any consent or approval which has been obtained and is in full force and effect), (ii) conflict with (A) any provision of Law, (B) the charter, by-laws or other organizational documents of any Loan Party or (C) any agreement, indenture, instrument or other document material to the business of any Loan Party, or any judgment, order or decree, which is binding upon any Loan Party or any of their respective properties; (c) the representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects (except to the extent already qualified by materiality pursuant to the terms thereof) on and as of the date hereof as though made on and as of such date, except for those which expressly relate to an earlier date, in which case they are true and correct in all material respects (except to the extent already qualified by materiality pursuant to the terms thereof) as of such date; and (d) no Default or Event of Default exists under the Credit Agreement on and as of the date hereof and after giving effect to this Agreement, or will occur as a result of the transactions contemplated hereby.

 

5.                                      No Other Changes; Ratification.  Except as expressly modified or waived hereby, all of the terms and provisions of the Credit Agreement (including schedules and exhibits thereto) and the other Loan Documents shall remain in full force and effect.  The term “this Agreement” or “Credit Agreement” and all similar references as used in each of the Loan Documents shall hereafter mean the Credit Agreement as modified by this Agreement.  This Agreement shall constitute a “Loan Document” under, and as defined in, the Credit Agreement.  Except as herein specifically agreed, the Credit Agreement is hereby ratified and confirmed and shall remain in full force and effect according to its terms.  This Agreement shall be effective only to the extent specifically set forth herein and shall not (i) be construed

 

3



 

as a waiver of any breach or default other than as specifically waived herein nor as a waiver of any breach or default of which the Lenders have not been informed by the Borrower, (ii) affect the right of the Lenders to demand compliance by the Loan Parties with all terms and conditions of the Credit Agreement in all other instances, (iii) be deemed a waiver of any transaction or future action on the part of the Loan Parties requiring the Lenders’ or the Required Lenders’ consent or approval under the Credit Agreement, or (iv) be deemed or construed to be a waiver or release of, or a limitation upon, the Administrative Agent’s or the Lenders’ exercise of any rights or remedies under the Credit Agreement or any other document executed or delivered in connection therewith, whether arising as a consequence of any Event of Default which may now exist or otherwise, all such rights and remedies hereby being expressly reserved.

 

6.                                      Expenses.  The Borrower agrees to pay all reasonable costs and expenses in connection with the preparation, execution and delivery of this Agreement, including without limitation the reasonable fees and expenses of Moore & Van Allen PLLC, special counsel to the Administrative Agent.

 

7.                                      Acknowledgment of Guarantors.  The Guarantors acknowledge and consent to all of the terms and conditions of this Agreement and agree that this Agreement and any documents executed in connection herewith do not operate to reduce or discharge the Guarantors’ obligations under the Credit Agreement or the other Loan Documents.

 

8.                                      Affirmation of Liens. Each Loan Party affirms the liens and security interests created and granted by it in the Loan Documents (including, but not limited to, the Security Agreement) and agrees that this Agreement shall in no manner adversely affect or impair such liens and security interests.

 

9.                                      Counterparts; Facsimile/Email.  This Agreement may be executed in any number of counterparts, each of which when so executed and delivered shall be deemed an original and it shall not be necessary in making proof of this Agreement to produce or account for more than one such counterpart.  Delivery of an executed counterpart of this Agreement by telecopy or electronic mail by any party hereto shall be effective as such party’s original executed counterpart.

 

10.                               Governing Law.  This Agreement shall be deemed to be a contract made under, and for all purposes shall be construed in accordance with, the laws of the State of New York (including Sections 5-1401 and 5-1402 of the General Obligations Law of the State of New York but otherwise without regard to the conflict of law principles thereof).

 

11.                               Entirety. This Agreement and the other Loan Documents embody the entire agreement between the parties and supersede all prior agreements and understandings, if any, relating to the subject matter hereof.  These Loan Documents represent the final agreement between the parties and may not be contradicted by evidence of prior, contemporaneous or subsequent oral agreements of the parties.  There are no oral agreements between the parties.

 

[SIGNATURE PAGES FOLLOW]

 

4



 

IN WITNESS WHEREOF, each of the parties hereto has caused a counterpart of this Agreement to be duly executed and delivered as of the date first above written.

 

BORROWER:

KAPSTONE KRAFT PAPER CORPORATION,

 

a Delaware corporation

 

 

 

 

 

By:

/s/ Andrea K. Tarbox

 

Name:

Andrea Tarbox

 

Title:

Treasurer

 

 

 

 

GUARANTORS:

KAPSTONE PAPER AND PACKAGING

 

CORPORATION, a Delaware corporation

 

 

 

 

 

By:

/s/ Andrea K. Tarbox

 

Name:

Andrea Tarbox

 

Title:

Vice President and CFO

 

 

 

 

 

KAPSTONE CHARLESTON KRAFT LLC,

 

a Delaware limited liability company

 

 

 

 

 

By:

/s/ Andrea K. Tarbox

 

Name:

Andrea Tarbox

 

Title:

Treasurer

 

 

 

 

 

KAPSTONE CONTAINER CORPORATION,

 

a Georgia corporation

 

 

 

 

 

By:

/s/ Andrea K. Tarbox

 

Name:

Andrea Tarbox

 

Title:

Treasurer

 

 

 

 

 

LONGVIEW FIBRE PAPER AND PACKAGING, INC.,

 

a Washington corporation

 

 

 

 

 

By:

/s/ Andrea K. Tarbox

 

Name:

Andrea Tarbox

 

Title:

Treasurer

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

ADMINISTRATIVE

BANK OF AMERICA, N.A.,

AGENT:

as Administrative Agent

 

 

 

 

 

By:

/s/ Maria A. McClain

 

Name:

Maria A. McClain

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 

 



 

 

1st FARM CREDIT SERVICES, PCA,

 

as a Lender

 

 

 

 

 

By:

/s/ Corey J. Waldinger

 

Name:

Corey J. Waldinger

 

Title:

Vice President, Capital Markets Group

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

AGCHOICE FARM CREDIT, ACA,

 

as a Lender

 

 

 

 

 

By:

/s/ Joshua L. Larock

 

Name:

Joshua L. Larock

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

AGFIRST FARM CREDIT BANK

 

as a Lender

 

 

 

 

 

By:

/s/ Matthew H. Jeffords

 

Name:

Matthew H. Jeffords

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

MIDATLANTIC FARM CREDIT, FLCA,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ William J. Rutter

 

Name:

William J. Rutter

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

FIRST SOUTH FARM CREDIT, ACA,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ John W. Hurt

 

Name:

John W. Hurt

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

Farm Credit of Florida,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ Michael W. Zolkos

 

Name:

Michael W. Zolkos

 

Title:

Cap. Mkts. Officer

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

AGSTAR FINANCIAL SERVICES, PCA,

 

as a Lender

 

 

 

 

 

By:

/s/ Graham J. Dee

 

Name:

Graham J. Dee

 

Title:

AVP Capital Markets

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

AMERICAN AGCREDIT, PCA,

 

as a Lender

 

 

 

 

 

By:

/s/ Michael J. Balok

 

Name:

Michael J. Balok

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

FARM CREDIT WEST, FLCA,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ Ben Madonna

 

Name:

Ben Madonna

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

AMERICAN SAVINGS BANK, F.S.B.,

 

as a Lender

 

 

 

 

 

By:

/s/ Rian DuBach

 

Name:

Rian DuBach

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

LENDERS:

BANK OF AMERICA, N.A.,

 

as a Lender, L/C Issuer and Swing Line Lender

 

 

 

 

 

By:

/s/ Ciara Forrest Bochenek

 

Name:

Ciara Forrest Bochenek

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

BARCLAYS BANK PLC,

 

as a Lender

 

 

 

 

 

By:

/s/ Christopher R. Lee

 

Name:

CHRISTOPHER R. LEE

 

Title:

ASSISTANT VICE PRESIDENT

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

COMPASS BANK,

 

as a Lender

 

 

 

 

 

By:

/s/ Charles Randolph

 

Name:

Charles Randolph

 

Title:

Senior Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

BMO HARRIS BANK, N.A.,

 

as a Lender

 

 

 

 

 

By:

/s/ Lauren Lavorato

 

Name:

Lauren Lavorato

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

CAPITAL ONE BUSINESS CREDIT CORP.

 

(FORMERLY KNOWN AS CAPITAL ONE

 

LEVERAGE FINANCE CORP.),

 

as a Lender

 

 

 

 

 

By:

/s/ Ron Walker

 

Name:

Ron Walker

 

Title:

Senior Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

CITIZENS BANK, N.A.

,

 

(formerly known as RBS Citizens, N.A.)

 

 

 

 

 

as a Lender

 

 

 

 

 

By:

/s/ R. Michael Newton

 

Name:

R. Michael Newton

 

Title:

Senior Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

COBANK, ACB,

 

as a Lender

 

 

 

 

 

By:

/s/ Kyle Weaver

 

Name:

Kyle Weaver

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

NORTHWEST FARM CREDIT SERVICES, FLCA,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ Jeremy A. Roewe

 

Name:

Jeremy A. Roewe

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

FARM CREDIT EAST, ACA,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ James M. Papai

 

Name:

James M. Papai

 

Title:

Sr. Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

AMERICAN AGCREDIT, FLCA,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ Michael J. Balok

 

Name:

Michael J. Balok

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

FARM CREDIT SERVICES SOUTHWEST, PCA,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ John Barkell

 

Name:

John Barkell

 

Title:

EVP – Chief Financial Officer

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

COÖPERATIEVE CENTRALE RAIFFEISEN-

 

BOERENLEENBANK B.A. “RABOBANK

 

NEDERLAND” NEW YORK BRANCH,

 

as a Lender

 

 

 

 

 

By:

/s/ Bradley Pierce

 

Name:

Bradley Pierce

 

Title:

Executive Director

 

 

 

By:

/s/ James Purky

 

Name:

James Purky

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

FARM CREDIT BANK OF TEXAS,

 

as a Lender

 

 

 

 

 

By:

/s/ Chris M. Levine

 

Name:

Chris M. Levine

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

LONE STAR, FLCA,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ Robert Humphreys

 

Name:

Robert Humphreys

 

Title:

Credit Office President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

FARM CREDIT SERVICES OF AMERICA, PCA,

 

as a Lender

 

 

 

 

 

By:

/s/ Bruce Dean

 

Name:

Bruce Dean

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

FARM CREDIT MID-AMERICA, FLCA,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ Roy L. Bennett

 

Name:

Roy L. Bennett

 

Title:

Senior Credit Officer

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

UNITED FCS, FLCA D/B/A FCS COMMERCIAL
FINANCE GROUP,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ Lisa Caswell

 

Name:

Lisa Caswell

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

GREENSTONE FARM CREDIT SERVICES,

 

ACA/FLCA,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ Jeff Pavlik

 

Name:

Jeff Pavlik

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

BADGERLAND FINANCIAL, FLCA,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ Matthew H. Larse

 

Name:

Matthew H. Larse

 

Title:

VP, Capital Markets

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

CAPITAL FARM CREDIT, FLCA,

 

as a Voting Participant

 

 

 

 

 

By:

/s/ Jon Hutchinson

 

Name:

Jon Hutchinson

 

Title:

Vice President, Senior Credit Officer

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

FIFTH THIRD BANK,

 

as a Lender

 

 

 

 

 

By:

/s/ Stephen C. Watts

 

Name:

Stephen C. Watts

 

Title:

VICE PRESIDENT

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

First Bank of Highland Park,

 

as a Lender

 

 

 

 

 

By:

/s/ Martha McGuire

 

Name:

Martha McGuire

 

Title:

Senior Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

FIRST TENNESSEE BANK NATIONAL

 

ASSOCIATION, as a Lender

 

as a Lender

 

 

 

 

 

By:

/s/ Sharon Shipley

 

Name:

Sharon Shipley

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

THE HUNTINGTON NATIONAL BANK,

 

as a Lender

 

 

 

 

 

By:

/s/ Lori Cummins-Meyer

 

Name:

Lori Cummins-Meyer

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

KEY BANK NATIONAL ASSOCIATION,

 

as a Lender

 

 

 

 

 

By:

/s/ David A. Wild

 

Name:

David A. Wild

 

Title:

Senior Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

MANUFACTURERS BANK,

 

as a Lender

 

 

 

 

 

By:

/s/ Sean Walker

 

Name:

Sean Walker

 

Title:

Senior Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

THE NORTHERN TRUST COMPANY,

 

as a Lender

 

 

 

 

 

By:

/s/ M. Scott Randall

 

Name:

M. Scott Randall

 

Title:

Second Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

PNC BANK, NATIONAL ASSOCIATION,

 

as a Lender

 

 

 

 

 

By:

/s/ Patrick Flaherty

 

Name:

Patrick Flaherty

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

RAYMOND JAMES BANK, N.A.,

 

as a Lender

 

 

 

 

 

By:

/s/ Scott G. Axelrod

 

Name:

Scott G. Axelrod

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

SUMITOMO MITSUI BANKING CORPORATION,

 

as a Lender

 

 

 

 

 

By:

/s/ Katsuyuki Kubo

 

Name:

Katsuyuki Kubo

 

Title:

Managing Director

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

TD BANK, N.A.,

 

as a Lender

 

 

 

 

 

By:

/s/ Michele Dragonetti

 

Name:

Michele Dragonetti

 

Title:

Senior Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

THE PRIVATEBANK AND TRUST COMPANY,

 

as a Lender

 

 

 

 

 

By:

/s/ James Marsh

 

Name:

James Marsh

 

Title:

Associate Managing Director

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

U.S. BANK, NATIONAL ASSOCIATION,

 

as a Lender

 

 

 

 

 

By:

/s/ Mary Ann Klemm

 

Name:

Mary Ann Klemm

 

Title:

Vice President

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

 



 

 

WELLS FARGO BANK, NA,

 

as a Lender

 

 

 

 

 

By:

/s/ John Runger

 

Name:

John Runger

 

Title:

Managing Director

 

KAPSTONE KRAFT PAPER CORPORATION

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT