Exhibit 4.2
FIRST SUPPLEMENTAL INDENTURE
Dated as of October 26, 2004
to
INDENTURE,
Dated as of August 13, 2004
among
ALLIANT TECHSYSTEMS INC.,
as Issuer,
SUBSIDIARY GUARANTORS party thereto,
and
BNY MIDWEST TRUST COMPANY,
as Trustee
FIRST SUPPLEMENTAL INDENTURE, dated
as of October 26, 2004 (this “ First Supplemental
Indenture ”), to that certain Indenture, dated as of
August 13, 2004 (the “ Indenture ”), among
ALLIANT TECHSYSTEMS INC., a Delaware corporation (the “
Company ”), BNY MID WEST TRUST COMPANY, an Illinois
banking corporation, as trustee under the Indenture (the “
Trustee ”), and acknowledged by AEC- ABLE ENGINEERING
COMPANY, INC., a California corporation, ATK COMMERCIAL AMMUNITION
COMPANY INC., a Delaware corporation, ATK ELKTON, LLC, a Delaware
limited liability company, ATK INTERNATIONAL SALES INC., a Delaware
corporation, ATK MISSILE SYSTEMS COMPANY LLC, a Delaware limited
liability company, ATK ORDNANCE GROUND SYSTEMS LLC, a Delaware
limited liability company, ATK TACTICAL SYSTEMS COMPANY LLC, a
Delaware limited liability company, ATK THIOKOL, a Delaware
corporation, ALLIANT AMMUNITION SYSTEMS COMPANY LLC, a Delaware
limited liability company, ALLIANT AMMUNITION AND POWDER COMPANY
LLC, a Delaware limited liability company, ALLIANT HOLDINGS LLC, a
Delaware limited liability company, ALLIANT LAKE CITY SMALL CALIBER
AMMUNITION COMPANY LLC, a Delaware limited liability company,
ALLIANT SOUTHERN COMPOSITES COMPANY LLC, a Delaware limited
liability company, AMMUNITION ACCESSORIES INC., a Delaware
corporation, COMPOSITE OPTICS, INCORPORATED, a California
corporation, FEDERAL CARTRIDGE COMPANY, a Minnesota corporation,
GASL, INC., a New York corporation, MICRO CRAFT INC., a Tennessee
corporation, MISSION RESEARCH CORPORATION, a California
corporation, NEW RIVER ENERGETICS, INC., a Delaware corporation,
PRESSURE SYSTEMS, INC., a Delaware corporation, PROGRAMMED
COMPOSITES INC., a Delaware corporation, THIOKOL TECHNOLOGIES
INTERNATIONAL, INC., a Delaware corporation (each a “
Subsidiary Guarantor ” and collectively, the “
Subsidiary Guarantors ”). All terms used herein
and not otherwise defined herein shall have the same respective
meanings as in the Indenture.
R E C I T A L S:
A.
The Company has issued and
outstanding, pursuant to the Indenture, $200 million aggregate
principal amount of 3.00% Convertible Senior Subordinated Notes due
August 15, 2024 (the “ Notes ”);
B.
Section 15.02(g) of the Indenture
provides that the Company may satisfy its Conversion Obligations
either solely in cash or solely in shares of Company Common Stock,
and that the Company may at any time prior to the Stated Maturity,
elect to amend the Indenture to require the Company to satisfy 100%
of the Conversion Obligations with respect to the principal amount
of the Notes converted after the date of such election solely in
cash, with any remaining amount of the Conversion Obligations to be
satisfied, at the Company’s sole option, in cash, shares of
Common Stock or a combination of cash and Common Stock (such
election option pursuant to 15.02(g) of the Indenture, referred to
hereinafter as, the “ Payment Option
”);
C.
The Company desires and has
requested the Trustee to join with the Company in the execution and
delivery of this First Supplemental Indenture for the purpose of
amending the I