Attached files
| file | filename |
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| 8-K - CURRENT REPORT - ALBEMARLE CORP | ss408357_8k.htm |
| EX-10.3 - CONSENT - ALBEMARLE CORP | ss408357_ex1003.htm |
| EX-10.1 - CASH BRIDGE CREDIT AGREEMENT - ALBEMARLE CORP | ss408357_ex1001.htm |
Exhibit 10.2
November 24, 2014
Albemarle Corporation
451 Florida Street
Baton Rouge, Louisiana 70801
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Re:
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Credit Agreement, dated as of February 7, 2014 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”), among Albemarle Corporation, a Virginia corporation (the “Company”), the other Borrowers party thereto, the Lenders from time to time party thereto, and Bank of America, N.A., as Administrative Agent.
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Ladies and Gentlemen:
Reference is hereby made to the Credit Agreement described above. Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Credit Agreement.
Notwithstanding anything to the contrary contained in Section 8.07 of the Credit Agreement, the Required Lenders hereby consent to the Guarantee by one or more Subsidiaries of (i) the Specified Senior Notes so long as the Company is in compliance with Section 7.12 of the Credit Agreement, (ii) that certain Credit Agreement, dated as of August 15, 2014, among the Company, the lenders party thereto and Bank of America, N.A., as administrative agent and (iii) that certain Credit Agreement to be dated on or about November 25, 2014, among the Company, the lenders party thereto and Bank of America, N.A., as administrative agent.
The consent contained herein is a one-time consent, is expressly limited to the purposes and matters set forth herein. Nothing contained herein shall constitute a waiver or modification of any other rights or remedies the Administrative Agent or any Lender may have under any Loan Document or applicable Law. The Credit Agreement shall remain in full force and effect according to its terms (as modified by this letter).
This letter may be executed by the parties hereto in several counterparts, each of which shall be deemed to be an original and all of which shall constitute together but one and the same agreement. Delivery of an executed counterpart by facsimile or other secure electronic format (.pdf) shall be as effective as an original. This letter shall become effective upon the Administrative Agent’s receipt of counterparts hereof duly executed by the Required Lenders and the Borrowers.
This letter shall be governed by and construed in accordance with the laws of the State of New York.
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Very truly yours,
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| BANK OF AMERICA, N.A.,
as Administrative Agent
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By:
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/s/ Robert Rittelmeyer | |
| Name: | Robert Rittelmeyer | ||
| Title: | Vice President | ||
ALBEMARLE CORPORATION
CONSENT LETTER (REVOLVER)
LENDERS:
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BANK OF AMERICA, N.A.,
as a Lender |
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By:
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/s/ Darren Bielawski | |
| Name: | Darren Bielawski | ||
| Title: | Vice President | ||
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JPMORGAN CHASE BANK, N.A.,
as a Lender
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By:
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/s/ John Kushnerick | |
| Name: | John Kushnerick | ||
| Title: | Vice President | ||
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BNP PARIBAS,
as a Lender
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By:
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/s/ Mike Shryock | |
| Name: | Mike Shryock | ||
| Title: | Managing Director | ||
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By:
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/s/ Mike Hoffman | |
| Name: | Mike Hoffman | ||
| Title: | Vice President | ||
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THE BANK OF TOKYO-MITSUBISHI UFJ, LTD.,
as a Lender
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By:
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/s/ Mark Campbell | |
| Name: | Mark Campbell | ||
| Title: | Authorized Signatory | ||
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THE ROYAL BANK OF SCOTLAND PLC,
as a Lender
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By:
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/s/ William McGinty | |
| Name: | William McGinty | ||
| Title: | Director | ||
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WELLS FARGO BANK, N.A.,
as a Lender
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By:
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/s/ Ashley Walsh | |
| Name: | Ashley Walsh | ||
| Title: | Director | ||
ALBEMARLE CORPORATION
CONSENT LETTER (REVOLVER)
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SUMITOMO MITSUI BANKING CORPORATION,
as a Lender
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By:
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/s/ James D. Weinstein | |
| Name: | James D. Weinstein | ||
| Title: | Managing Director | ||
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U.S. BANK, NATIONAL ASSOCIATION,
as a Lender
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By:
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/s/ Steven Dixon | |
| Name: | Steven Dixon | ||
| Title: | Vice President | ||
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HSBC BANK USA, NATIONAL ASSOCIATION,
as a Lender
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By:
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/s/ Jean-Philippe Huguet | |
| Name: | Jean-Philippe Huguet | ||
| Title: | Director | ||
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PNC BANK, NATIONAL ASSOCIATION,
as a Lender
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By:
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/s/ Christian S. Brown | |
| Name: | Christian S. Brown | ||
| Title: | Senior Vice President | ||
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THE NORTHERN TRUST COMPANY,
as a Lender
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By:
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/s/ Sara Bravo McCaulay | |
| Name: | Sara Bravo McCaulay | ||
| Title: | Vice President | ||
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WHITNEY BANK,
as a Lender
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By:
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/s/ Mark R. Phillips | |
| Name: | Mark R. Phillips | ||
ALBEMARLE CORPORATION
CONSENT LETTER (REVOLVER)
ACCEPTED AND AGREED AS OF THE DATE SET FORTH ABOVE:
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COMPANY:
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ALBEMARLE CORPORATION,
a Virginia corporation |
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By:
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/s/ Scott Tozier | |
| Name: | Scott Tozier | ||
| Title: | Sr. VP and CFO | ||
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BELGIAN BORROWER
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ALBEMARLE GLOBAL FINANCE COMPANY SCA
By: ALBEMARLE EUROPE SPRL,
as unlimited partner |
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By:
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/s/ Annemie Donkers | |
| Name: | Annemie Donkers | ||
| Title: | Director | ||
ALBEMARLE CORPORATION
CONSENT LETTER (REVOLVER)