Exhibit 10.3
FOURTH AMENDMENT TO CREDIT AGREEMENT
------------------------------------
FOURTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated as of April
30, 2009, among SILGAN HOLDINGS INC., a Delaware corporation ("Silgan"), SILGAN
CONTAINERS LLC, a Delaware limited liability company ("Containers"), SILGAN
PLASTICS LLC, a Delaware limited liability company ("Plastics"), SILGAN
CONTAINERS MANUFACTURING CORPORATION, a Delaware corporation ("Manufacturing"),
SILGAN CAN COMPANY, a Delaware corporation ("CanCo"), SILGAN WHITE CAP LLC, a
Delaware limited liability company ("White Cap"), SILGAN PLASTICS CANADA INC.,
an Ontario corporation ("Silgan Plastics Canada"), 827599 ONTARIO INC., an
Ontario corporation ("Canadian Holdco" and, together with Silgan, Containers,
Plastics, Manufacturing, CanCo, White Cap and Silgan Plastics Canada, the
"Borrowers," and each individually, a "Borrower"), the lenders from time to time
party to the Credit Agreement referred to below (each a "Lender" and,
collectively, the "Lenders"), and DEUTSCHE BANK AG NEW YORK BRANCH, as
administrative agent (in such capacity, the "Administrative Agent"), and
acknowledged and agreed to by each of the other Credit Parties. Unless otherwise
defined herein, all capitalized terms used herein and defined in the Credit
Agreement referred to below are used herein as therein defined.
W I T N E S S E T H :
- - - - - - - - - -
WHEREAS, the Borrowers, the Lenders, the Administrative Agent, the
Co-Syndication Agents and the Co-Documentation Agents have entered into a Credit
Agreement, dated as of June 30, 2005 (as amended, modified and supplemented
through, but not including, the date hereof, the "Credit Agreement"); and
WHEREAS, subject to the terms and conditions set forth herein, the parties
hereto wish to amend certain provisions of the Credit Agreement as provided
herein;
NOW, THEREFORE, it is agreed;
A. Amendments to the Credit Agreement
----------------------------------
1. Section 4.01(a) of the Credit Agreement is hereby amended by deleting
clause (v) appearing in the first sentence thereof and inserting the following
new clause (v) in lieu thereof:
"(v) each prepayment of any Tranche of Term Loans pursuant to
this Section 4.01(a) shall be applied (1) first, to reduce the
Term Loan Scheduled Repayment of each such Tranche of Term Loans
which is due on December 31 of the year in which such prepayment
is made (it being understood that (x) any voluntary prepayments
of A Term Loans pursuant to this Section 4.01(a) which are made
in 2005 or 2006 shall be applied to the A Term Loan Scheduled
Repayment which is due on December 31, 2007, (y) any voluntary
prepayments of Canadian Incremental Term Loans pursuant to this
Section 4.01(a) which are made in 2005,
2006 or 2007 shall be applied to the respective Incremental Term
Loans Scheduled Repayment of such Tranche which is due on
December 31, 2008, and (z) any voluntary prepayments of Canadian
B Incremental Term Loans pursuant to this Section 4.01(a) which
are made in 2006, 2007 or 2008 shall be applied to the respective
Incremental Term Loans Scheduled Repayment of such Tranche which
is due on December 31, 2009), (2) second, to the extent in excess
thereof, with respect to any voluntary prepayments of any Tranche
of Term Loans pursuant to this Section 4.01(a) which are made in
2009 only, to reduce the respective Term Loan Scheduled Repayment
of each such Tranche of Term Loans which is due on December 31,
2010, and (3) third, to the extent in excess thereof, to reduce
the then remaining Term Loan Scheduled Repayments of each such
Tranche of Term Loans on a pro rata basis (based upon the then
remaining principal amounts of Term Loan Scheduled Repayments of
each such Tranche of Term Loans after giving effect to all prior
reductions thereto);".
2. Section 4.02(k)(I) of the Credit Agreement is hereby amended by (i)
deleting the text "4.01(a)" each place such text appears in said Section and
inserting the text "4.02(k)" in lieu thereof, (ii) deleting the word "and"
appearing immediately prior to the text "(B)" in the final sentence of said
Section and inserting a comma in lieu thereof and (iii) inserting the following
text immediately preceding the period at the end of said Section:
"and (C) with respect to up to $300,000,000 of Net Debt Proceeds
received from the incurrence of Additional Permitted Indebtedness
prior to December 31, 2009 and required to be applied in
accordance with this Section 4.02(k) pursuant to Section 4.02(h),
the amount of such Net Debt Proceeds to be applied to repay
principal of outstanding Term Loans shall be allocated among the
different Tranches of Term Loans or applied to a single Tranche
of Term Loans in each case as Silgan shall specify in a notice to
the Administrative Agent and with the amount allocated to each
such Tranche of Term Loans to be applied (1) first, to reduce the
Term Loan Scheduled Repayment of each such Tranche of Term Loans
which is due on December 31, 2009, (2) second, to the extent in
excess thereof, to reduce the Term Loan Scheduled Repayment of
each such Tranche of Term Loans which is due on December 31,
2010, and (3) third, to the extent in excess thereof, to reduce
the then remaining Term Loan Scheduled Repayments of each such
Tranche of Term Loans on a pro rata basis (based upon the then
remaining principal amounts of such Term Loan Scheduled
Repayments of such Tranche of Term Loans after giving effect to
all prior reductions thereto); provided, however, if either
Silgan fails to specify how such repayment is to be allocated at
the time of the respective repayment or a Default or an Event of
Default exists at the time of the respective repayment, such
repayment shall be applied as provided above in this Section
4.02(k)(I) without regard to this sub-clause (C)".
B. Miscellaneous Provisions
------------------------
1. In order to induce the Lenders to enter into this Amendment, each
Borrower hereby represents and warrants to each of the Lenders that (i) all of
the representations and
-2-
warranties contained in the Credit Agreement and in the other Credit Documents
are true and correct in all material respects on and as of the Fourth Amendment
Effective Date (as defined below), both before and after giving effect to this
Amendment (unless such representations and warranties relate to a specific
earlier date, in which case such representations and warranties shall be true
and correct in all material respects as of such earlier date), and (ii) there
exists no Default or Event of Default on the Fourth Amendment Effective Date,
both before and after giving effect to this Amendment.
2. This Amendment is limited as specified and shall not constitute a
modification, acceptance or waiver of any other provision of the Credit
Agreement or any other Credit Document.
3. This Amendment may be executed in any number of counterparts and by the
different parties hereto on separate counterparts, each of which counterparts
when executed and delivered shall be an original, but all of which shall
together constitute one and the same instrument. A complete set of counterparts
executed by all the parties hereto shall be lodged with Silgan and the
Administrative Agent.
4. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER
SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF
NEW YORK.
5. This Amendment shall become effective on the date (the "Fourth Amendment
Effective Date") when:
(a) each Borrower, the Required Lenders and the
Majority Lenders of each Tranche of outstanding Term Loans
shall have signed a counterpart hereof (whether the same or
different counterparts) and shall have delivered (including
by way of telecopier) same to the Administrative Agent at
the applicable Notice Office; and
(b) Silgan shall have paid (or caused to be paid) to
the Administrative Agent all fees, costs and expenses
(including, without limitation, reasonable legal fees and
expenses) payable to the Administrative Agent to the extent
then due.
6. From and after the Fourth Amendment Effective Date, all references in
the Credit Agreement and each of the other Credit Documents to the Credit
Agreement shall be deemed to be references to the Credit Agreement as modified
hereby on the Fourth Amendment Effective Date.
* * *
-3-
IN WITNESS WHEREOF, the undersigned have caused this Amendment to be duly
executed and delivered as of the date first above written.
SILGAN HOLDINGS INC.
By: /s/ Frank W. Hogan, III
---------------------------------------
Name: Frank W. Hogan, III
Title: Senior Vice President,
General Counsel and Secretary
SILGAN CONTAINERS LLC
SILGAN PLASTICS LLC
SILGAN CONTAINERS MANUFACTURING
CORPORATION
SILGAN CAN COMPANY
SILGAN WHITE CAP LLC
827599 ONTARIO INC.
SILGAN PLASTICS CANADA INC.
By: /s/ Frank W. Hogan, III
----------------------------------------
Name: Frank W. Hogan, III
Title: Vice President and Secretary
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
DEUTSCHE BANK AG NEW YORK BRANCH,
Individually and as Administrative Agent
----------------------------------------
By: /s/Evelyn Thierry
-----------------------------------
Name: Evelyn Thierry
Title: Vice President
By: /s/ Erin Morrissey
-----------------------------------
Name: Erin Morrissey
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
1st Farm Credit Services, PCA
----------------------------------------
By: /s/ DaleA. Richardson
-----------------------------------
Name: Dale A. Richardson
Title: VP, Illinois Capital Markets
Group
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
AGFIRST FARM CREDIT BANK
By: /s/ Steven J. O'Shea
-----------------------------------
Name: Steven J. O'Shea
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
AgStar Financial Services, PCA
----------------------------------------
By: /s/ Donald G. Linderman
-----------------------------------
Name: Donald G. Linderman
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
Bank of America, N.A., Canada Branch
By: /s/ Medina Sales de Andrade
-----------------------------------
Name: Medina Sales de Andrade
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
Bank of America, N.A.
By: /s/ Edwin R. Cox Jr.
-----------------------------------
Name: Edwin R. Cox Jr.
Title: Senior Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
Bank of China, New York Branch
----------------------------------------
By: /s/ William W. Smith
-----------------------------------
Name: William W. Smith
Title: Deputy General Manager
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
Bank of east Asia, Limited, New York
----------------------------------------
Branch
------
By: /s/ Kenneth Pettis
-----------------------------------
Name: Kenneth Pettis
Title: SVP. Head of Corporate
Syndications
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
BANK LEUMI USA
----------------------------------------
By: /s/ Joung Hee Hong
-----------------------------------
Name: Joung Hee Hong
Title: First Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
Bank of Nova Scotia
----------------------------------------
By: /s/ G. Gregoriou
-----------------------------------
Name: G. Gregoriou
Title: Sr. Client Relationship
Manager
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
Bank of Tokyo-Mitsubishi UFJ Trust
Company
By: /s/ Charles Stewart
-----------------------------------
Name: Charles Stewart
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
BNP Paribas
By: /s/ Richard Pace
-----------------------------------
Name: Richard Pace
Title: Managing Director
By: /s/ Nanette Baudon
----------------------------------
Name: Nanette Baudon
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
Capital One Leverage Finance Corp.
----------------------------------------
By: /s/ Ron Walker
-----------------------------------
Name: Ron Walker
Title: Senior Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
Citibank, N.A.
----------------------------------------
By: /s/ George F. Van
-----------------------------------
Name: George F. Van
Title: VP & Managing Director
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
CoBank, ACB
By: /s/ Hal Nelson
-----------------------------------
Name: Hal Nelson
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES NAME OF INSTITUTION:
COOPERATIEVE CENTRALE RAIFFEISEN-
BOERENLEENBANK B.A. "Rabobank
Nederland", New York Branch
----------------------------------------
By: /s/ Betty Mills
-----------------------------------
Name: Betty Mills
Title: Executive Director
By: /s/ Brett Delfino
-----------------------------------
Name: Brett Delfino
Title: Executive Director
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
CREDIT INDUSTRIEL ET COMMERCIAL
----------------------------------------
By: /s/ Anthony Rock
-----------------------------------
Name: Anthony Rock
Title: Managing Director
By: /s/ Brian O'Leary
-----------------------------------
Name: Brian O'Leary
Title: Managing Director
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
DEUTSCHE BANK AG CANADA BRANCH
----------------------------------------
By: /s/ Rod O'Hara
-----------------------------------
Name: Rod O'Hara
Title: Director
By: /s/ Marcellus Leung
-----------------------------------
Name: Marcellus Leung
Title: Assistant Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
ERSTE GROUP BANK AG
By: /s/ Brandon A. Meyerson
-----------------------------------
Name: Brandon A. Meyerson
Title: Director
ERSTE GROUP BANK AG
By: /s/ Bryan J. Lynch
-----------------------------------
Name: Bryan J. Lunch
Title: Executive Director
ERSTE GROUP BANK AG
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
FCS FINANCIAL, FLCA, formerly known as
Farm Credit Services of Missouri, FLCA
By: /s/ Sean Unterreiner
-----------------------------------
Name: Sean Unterreiner
Title: Senior Lending Officer
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
Fortis Capital Corp.
----------------------------------------
By: /s/ Douglas Riahi
-----------------------------------
Name: Douglas Riahi
Title: Managing Director
By: /s/ Steven D. Silverstein
-----------------------------------
Name: Steven D. Silverstein
Title: Director
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
GE Canada Finance Holding Company
----------------------------------------
By: /s/ Nick Lalani
-----------------------------------
Name: Nick Lalani
Title: Duly Authorized Signatory
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
General Electric Capital Corporation, As
Administrator For, GE Commerical Loan
Holding LLC:
----------------------------------------
By: /s/ Amanda J. Van Heyst
-----------------------------------
Name: Amanda J. Van Heyst
Title: Duly Authorized Signatory
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
General Electric Capital Corporation
By: /s/ James R. Persico
-----------------------------------
Name: James R. Persico
Title: Duly Authorized Signatory
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
GreenStone Farm Credit Services,
----------------------------------------
ACA/FLCA
----------------------------------------
By: /s/ Jeff Pavlik
-----------------------------------
Name: Jeff Pavlik
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
JPMorgan Chase Bank, N.A.
----------------------------------------
By: /s/ D. Scott Farquhar
-----------------------------------
Name: D. Scott Farquhar
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
MORGAN STANLEY BANK, N.A.
----------------------------------------
By: /s/ Melissa James
-----------------------------------
Name: Melissa James
Title: Authorized Signatory
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
PEOPLE'S UNITED BANK (formerly known
as People's Bank):
By: /s/ Francis J. McGinn
-----------------------------------
Name: Francis J. McGinn
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
RBS Citizens N.A.
By: /s/ Thomas F. McNamara
-----------------------------------
Name: Thomas F. McNamara
Title: Senior Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
RZB Finance LLC:
----------------------------------------
By: /s/ Christoph Hoedl
-----------------------------------
Name: Christoph Hoedl
Title: First Vice President
By: /s/ Randall Abrams
-----------------------------------
Name: Randall Abrams
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
The Bank of New York Mellon
----------------------------------------
By: /s/ Dean Stephan
-----------------------------------
Name: Dean Stephan
Title: Managing Director
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
The Bank of Tokyo-Mitsubishi UFJ, Ltd.
By: /s/ Charles Stewart
----------------------------------
Name: Charles Steward
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
The Governor & Company of the Bank of
----------------------------------------
Ireland
----------------------------------------
By: /s/ Edward A. Boyle
-----------------------------------
Name: Edward A. Boyle
Title: Sr. VP
By: /s/ Louise O'Connor
-----------------------------------
Name: Louise O'Connor
Title: VP
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
THE NORTHERN TRUST COMPANY:
----------------------------------------
By: /s/ Tamara M. Dowd
-----------------------------------
Name: Tamara M. Dowd
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
Union Bank, N.A. (fka Union Bank of
California, N.A.)
By: /s/ Christina J. Buck
-----------------------------------
Name: Christina J. Buck
Title: Vice President
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
UNITED OVERSEAS BANK LIMITED, NEW
YORK AGENCY
By: /s/ George Lim
-----------------------------------
Name: George Lim
Title: SVP & GM
By: /s/ Mario Shaw
-----------------------------------
Name: Mario Shaw
Title: AVP
SIGNATURE PAGE TO THE FOURTH AMENDMENT
TO THE CREDIT AGREEMENT, DATED AS OF THE
DATE FIRST WRITTEN ABOVE, AMONG SILGAN
HOLDINGS INC., SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC, SILGAN CONTAINERS
MANUFACTURING CORPORATION, SILGAN CAN
COMPANY, SILGAN WHITE CAP LLC, SILGAN
PLASTICS CANADA INC., 827599 ONTARIO
INC., THE LENDERS FROM TIME TO TIME
PARTY TO THE CREDIT AGREEMENT, AND
DEUTSCHE BANK AG NEW YORK BRANCH, AS
ADMINISTRATIVE AGENT, AND ACKNOWLEDGED
AND AGREED TO BY EACH OF THE OTHER
CREDIT PARTIES
NAME OF INSTITUTION:
Wachovia Bank, National Association
By: /s/ Robert G. McGill Jr.
-----------------------------------
Name: Robert G. McGill Jr.
Title: Director
ACKNOWLEDGED AND AGREED
AS OF THE DATE WRITTEN ABOVE:
SILGAN LLC
By: Silgan Containers LLC,
as Manager
SILGAN CORPORATION
SILGAN CAN HOLDING COMPANY
SILGAN PLASTICS CORPORATION
SILGAN WHITE CAP CORPORATION
SILGAN WHITE CAP AMERICAS LLC
SILGAN CLOSURES INTERNATIONAL HOLDING COMPANY
SILGAN EQUIPMENT COMPANY
SILGAN TUBES HOLDING COMPANY
828745 ONTARIO INC.
827599 ONTARIO INC.
SILGAN PLASTICS CANADA INC.
By: /s/ Frank W. Hogan, III
------------------------------------
Name: Frank W. Hogan, III
Title: Vice President and Secretary