EX-10.3 5 fourthhamendtocreditagmtv3.txt FOURTH AMENDMENT TO THE CREDIT AGREEMENT 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