Item 1.01
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Entry into a Material Definitive Agreement
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Second Supplemental Indenture to the 2012
Ashland LLC Indenture
On October 19, 2016, Ashland LLC (formerly Ashland Inc.), a Kentucky limited liability company
(Ashland LLC), as the issuer, Ashland Global Holdings Inc., a Delaware corporation (Ashland), and U.S. Bank National Association, as the trustee (the Trustee), entered into the Second
Supplemental Indenture (the Second Supplemental Indenture) to the Indenture dated as of August 7, 2012 (the 2012 Indenture), as previously supplemented by the First
Supplemental Indenture dated as of February 27, 2013, between Ashland LLC and the Trustee.
The Second
Supplemental Indenture modifies the reporting covenant contained in the 2012 Indenture to provide that so long as any parent entity of Ashland LLC guarantees the 4.750% Senior Notes due 2022 (the 2022 Notes), the reports,
information and other documents required to be filed and furnished to holders of the 2022 Notes pursuant to the 2012 Indenture may, at the option of Ashland LLC, be filed by and be those of such parent entity rather than Ashland LLC.
Pursuant to the Second Supplemental Indenture, Ashland has provided a guarantee of the 2022 Notes (the 2022 Notes Guarantee) and
expects to file the reports, information and other documents required pursuant to the 2012 Indenture in lieu of Ashland LLC filing such reports, information and other documents. The 2022 Notes Guarantee is an unsecured unsubordinated obligation of
Ashland. Although Ashland has provided the 2022 Notes Guarantee, Ashland is not obligated to do so and may withdraw the 2022 Notes Guarantee at a later date. If Ashland were to withdraw its guarantee, Ashland LLC would continue to be obligated to
file the reports, information and other documents required by the 2012 Indenture.
The foregoing summary of the Second
Supplemental Indenture does not purport to be complete and is qualified in its entirety by reference to the complete terms of the Second Supplemental Indenture, a copy of which is attached as Exhibit 4.1 to this Current Report and
incorporated herein by reference.
Third Supplemental Indenture to the 2013 Ashland Inc. Indenture
On October 19, 2016, Ashland LLC, as the issuer, Ashland, and the Trustee, as the trustee, entered into the Third
Supplemental Indenture (the Third Supplemental Indenture) to the Indenture dated as of February 27, 2013 (the 2013 Indenture), as previously supplemented by the First
Supplemental Indenture dated as of February 27, 2013, between Ashland LLC and the Trustee and the Second Supplemental Indenture dated as of March 14, 2013, between Ashland LLC and the Trustee.
The Third Supplemental Indenture modifies the reporting covenants contained in the 2013 Indenture to provide that so long as any parent
entity of Ashland LLC guarantees the 3.875% Senior Notes due 2018 (the 2018 Notes) and the 6.875% Senior Notes due 2043 (the 2043 Notes), the reports, information and other documents required to be filed and furnished to
holders of the 2018 Notes and 2043 Notes pursuant to the 2013 Indenture may, at the option of Ashland LLC, be filed by and be those of such parent entity rather than Ashland LLC.
Pursuant to the Third Supplemental Indenture, Ashland has provided a guarantee of the 2018 Notes
and the 2043 Notes (the 2018 and 2043 Notes Guarantee) and expects to file the reports, information and other documents required pursuant to the 2013 Indenture in lieu of Ashland LLC filing such reports, information and other documents.
The 2018 and 2043 Notes Guarantee is an unsecured unsubordinated obligation of Ashland. Although Ashland has provided the 2018 and 2043 Notes Guarantee, Ashland is not obligated to do so and may withdraw the 2018 and 2043 Notes Guarantee at a later
date. If Ashland were to withdraw its guarantee, Ashland LLC would continue to be obligated to file the reports, information and other documents required by the 2013 Indenture.
The foregoing summary of the Third Supplemental Indenture does not purport to be complete and is qualified in its entirety by
reference to the complete terms of the Third Supplemental Indenture, a copy of which is attached as Exhibit 4.2 to this Current Report and incorporated herein by reference.