Immunity
147149
13.20. Canadian Anti-Money Laundering Legislation
148150
13.21. INTERCREDITOR AGREEMENT
148150
13.22. Absence of Fiduciary Relationship
148151
13.23. Electronic Signatures
149151
13.24. Judgment Currency
149151
SECTION 14. CREDIT PARTY GUARANTY
149151
14.01. The Guaranty
149151
14.02. Bankruptcy
150152
14.03. Nature of Liability
150152
14.04. Independent Obligation
150152
14.05. Authorization
150152
14.06. Reliance
151153
14.07. Subordination
151153
14.08. Waiver
151153
-iv-
Page
14.09. Maximum Liability
152154
14.10. Payments
152154
14.11. Keepwell
152154
14.12. Information
152155
14.13. Severability
152155
14.14. Acknowledgment and Consent to Bail-In of EEA Financial Institutions
153155
SCHEDULE 1.01A
Unrestricted Subsidiaries
SCHEDULE 1.01B
Swap Contracts
SCHEDULE 1.01C
Consolidated EBITDA and Consolidated Fixed Charges
SCHEDULE 1.01D
Qualified Account Debtors
SCHEDULE 1.01E
Qualified Receivables Counterparties
SCHEDULE 1.01G
Joint Ventures Constituting Permitted Affiliates
SCHEDULE 1.01H
Existing Letters of Credit
SCHEDULE 2.01
Commitments
SCHEDULE 8.06
Litigation
SCHEDULE 8.14
Subsidiaries
SCHEDULE 8.17
Insurance
SCHEDULE 8.18
Environmental Matters
SCHEDULE 8.21
Legal Names; Types of Organization (and Whether Registered Organization);
Jurisdiction of Organization, etc.
SCHEDULE 8.24
Canadian Pension Plans
SCHEDULE 8.26
Bank Accounts
SCHEDULE 9.03
Business Locations
SCHEDULE 9.13
Post-Closing Actions
SCHEDULE 9.17(k)
Insurance
SCHEDULE 10.01(iii)
Existing Liens
SCHEDULE 10.04(vii)
Existing Indebtedness
SCHEDULE 10.04(xiii)
Certain Letters of Credit
SCHEDULE 10.05(iii)
Existing Investments
SCHEDULE 10.06
Affiliate Transactions
EXHIBIT A-1
Form of Notice of Borrowing
EXHIBIT A-2
Form of Notice of Conversion/Continuation
EXHIBIT B-1
Form of U.S. Revolving Note
EXHIBIT B-2
Form of Canadian Revolving Note
EXHIBIT B-3
Form of U.S. Swingline Note
EXHIBIT B-4
Form of Canadian Swingline Note
EXHIBIT C
Form of U.S. Tax Compliance Certificate
EXHIBIT D
[Reserved]
EXHIBIT E-1
Form of U.S. Security Agreement
EXHIBIT E-2
Form of Canadian Security Agreement
EXHIBIT F
Form of Solvency Certificate
EXHIBIT G
Form of Compliance Certificate
EXHIBIT H
Form of Assignment and Assumption Agreement
EXHIBIT I
Form of Intercreditor Agreement
EXHIBIT J
Form of China Intercreditor Agreement
EXHIBIT K
Form of 2016 Intercreditor Agreement
-v-
THIS CREDIT AGREEMENT, dated as of July 24, 2015 (as amended by Amendment No. 1
on November 16, 2016 and by Amendment No. 2 on June 28, 2018), among RYERSON
HOLDING CORPORATION ("Holdings"), JOSEPH T. RYERSON & SON, INC., a Delaware
corporation, as the Lead Borrower (the "Lead Borrower"), WILCOX-TURRET COLD
DRAWN, INC., a Wisconsin corporation ("Wilcox-Turret"), RYERSON PROCUREMENT
CORPORATION, a Delaware corporation ("Procurement"), SOUTHERN TOOL STEEL, LLC, a
Tennessee limited liability company ("STS"), each (other than Holdings) as a
U.S. Borrower (as hereinafter defined), RYERSON CANADA, INC., a Canadian
corporation (the "Canadian Borrower"), and each of the other Borrowers (as
hereinafter defined) and Guarantors (as hereinafter defined) party hereto, the
Lenders party hereto from time to time, BANK OF AMERICA, N.A., as the
Administrative Agent (in such capacity the "Administrative Agent") and
Collateral Agent (in such capacity, the "Collateral Agent"). All capitalized
terms used herein and defined in Section 1 are used herein as therein defined.
W I T N E S S E T H:
WHEREAS, (a) the Borrowers have requested that the Lenders extend credit in the
form of Revolving Loans in an aggregate principal amount