Clearwater Paper Corporation announced in connection with the discharge of its obligations under the Indenture and the redemption of the Notes, on October 27, 2023 (the Closing Date), Clearwater Paper Corporation (the Company) entered into a credit agreement with AgWest Farm Credit, PCA, as administrative agent (the Agent), and the lenders party thereto (the PCA Credit Agreement). The credit facility provided under the PCA Credit Agreement consists of a revolving term loan commitment initially in the amount of $270 million, $150 million of which was disbursed on the Closing Date in order to pay a portion of the price associated with the redemption of the outstanding Notes. The lending commitment under the PCA Credit Agreement is subject to an annual reduction of 2% of the commitments then in effect.

The PCA Credit Agreement matures and the lending obligations thereunder terminate on the earlier of October 27, 2028 and the date that is 91 days prior to the maturity of the Company?s 4.750% senior notes due 2028, unless during such period of time the outstanding principal amount of such senior notes plus $50 million is less than the sum of the Company?s available borrowing liquidity and unrestricted cash. The obligations of the Company under the PCA Credit Agreement are secured by liens on substantially all of the personal property assets of the Company and each of its domestic subsidiaries that are guarantors of the PCA Credit Agreement. The Company may, at its option, prepay and reborrow any borrowings under the PCA Credit Agreement, in whole or in part, at any time and from time to time without premium or penalty (except in certain circumstances).

In addition, the Company must make mandatory prepayments of principal under the PCA Credit Agreement upon the occurrence of certain asset sales (subject to customary reinvestment rights). Any remaining outstanding principal balance under the PCA Credit Agreement is repayable on the maturity date. Under the PCA Credit Agreement, loans generally may bear interest based on SOFR or the Agent?s fixed rate, as applicable, plus, in each case, an applicable margin of 3.65% per annum.

In the case of the $150 million borrowing disbursed under the PCA Credit Agreement on the Closing Date, the Company has selected a one-year fixed rate loan that will bear interest at an all-in interest rate of 9.13%. The PCA Credit Agreement contains certain customary representations. The PCA Credit Agreement contains certain customary representations, warranties, and affirmative and negative covenants of the Company and its subsidiaries that restrict the Company?s and its subsidiaries?

ability to take certain actions, including, incurrence of indebtedness, creation of liens, mergers or consolidations, dispositions of assets, repurchase or redemption of capital stock and certain types of indebtedness, making certain investments, entering into certain transactions with affiliates or changing the nature of the Company?s business. The obligations under the PCA Credit Agreement may be accelerated or the commitments terminated upon the occurrence of events of default under the PCA Credit Agreement, which include payment defaults, defaults in the performance of affirmative and negative covenants, the inaccuracy of representations or warranties, bankruptcy and insolvency related defaults, cross defaults to other material indebtedness, defaults arising in connection with changes in control, and other customary events of default. On the Closing Date, the Company also entered into an amendment of its ABL Credit Agreement dated July 26, 2019, among the Company, as borrower, the several lenders from time to time parties thereto and JPMorgan Chase Bank, N.A., as administrative agent (as amended, the ABL Credit Agreement?), the primary purpose of which was to permit the PCA Credit Agreement (the ABL Amendment).

On the Closing Date, the Company notified the holders of the Company?s existing 5.375% Senior Notes due 2025 (the Notes) that the Company elected to redeem all of the currently outstanding $270 million aggregate principal amount of Notes on November 27, 2023 (the Redemption Date), in accordance with that certain Indenture dated as of July 29, 2014 (the Indenture), by and among the Company, the guarantors party thereto and U.S. Bank National Association, as trustee (the Trustee), governing the Notes. Using the proceeds from the PCA Credit Agreement, together with cash on hand and a draw under its revolving credit facility, the Company irrevocably deposited with the Trustee sufficient funds to fund the redemption of the Notes on the Redemption Date. As a result, the Company?s and the guarantors?

obligations under the Indenture have been discharged. In connection with the redemption of the Notes, the Company expects to pay a redemption premium in the amount of $2.7 million plus approximately $4.7 million in accrued but unpaid interest thereon.