THIRD AMENDMENT TO CREDIT AGREEMENT
Exhibit 10.1
THIRD AMENDMENT TO CREDIT AGREEMENT
THIRD AMENDMENT TO CREDIT AGREEMENT (this “Third Amendment”), dated as of September 14, 2005, among FAIRPOINT COMMUNICATIONS, INC., a Delaware corporation (the “Borrower”), various Lenders party to the Credit Agreement and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Administrative Agent (in such capacity, the “Administrative Agent”). Unless otherwise indicated, all capitalized terms used herein and not otherwise defined shall have the respective meanings provided such terms in the Credit Agreement referred to below.
W I T N E S S E T H :
WHEREAS, the Borrower, various Lenders from time to time party thereto (the “Lenders”), Bank of America, N.A., as Syndication Agent, CoBank, ACB, and General Electric Capital Corporation, as Co-Documentation Agents, and the Administrative Agent are parties to a Credit Agreement, dated as of February 8, 2005 (as amended, modified and/or supplemented to, but not including, the date hereof, the “Credit Agreement”); and
WHEREAS, subject to the terms and conditions of this Third Amendment, the parties hereto wish to amend certain provisions of the Credit Agreement as herein provided;
NOW, THEREFORE, IT IS AGREED:
I. |
Amendments to Credit Agreement. |
1. Section 1.01 of the Credit Agreement is hereby amended by deleting the text “Initial B Term Loans” appearing in clause (f) of said Section and inserting the text “Replacement B Term Loans” in lieu thereof.
2. Section 1.01 of the Credit Agreement is hereby further amended by inserting the following new clause (g) immediately following clause (f) of said Section:
“(g) (A) (I) Each Consenting Initial B Term Lender severally agrees to convert (the “Replacement B Term Loan Conversion”), on the Third Amendment Effective Date, all Initial B Term Loans of such Consenting Initial B Term Lender outstanding on the Third Amendment Effective Date (immediately prior to giving effect thereto) into new term loans hereunder owing by the Borrower (each such term loan, a “Converted Replacement B Term Loan” and, collectively, the “Converted Replacement B Term Loans”) and (II) each Lender with a Replacement B Term Commitment severally agrees to make, on the Third Amendment Effective Date, a term loan or term loans (each, an “Additional Replacement B Term Loan” and, collectively, the “Additional Replacement B Term Loans” and, together with the Converted Replacement B Term Loans, collectively, the “Replacement B Term Loans”) to the Borrower, which Replacement B Term Loans (i) except as hereinafter provided, may, at the option of the Borrower, be incurred and maintained as, and/or converted into, Base Rate Loans or Eurodollar Loans, provided that (x) all Replacement B Term Loans made as part of the
same Borrowing shall, unless specifically provided herein, consist of Replacement B Term Loans of the same Type and (y) Borrowings of Replacement B Term Loans on the Third Amendment Effective Date shall be subject to the rules set forth in clause (B) of this Section 1.01(g) below, and (ii) shall not exceed for any Lender, in aggregate initial principal amount, that amount which equals the sum of (x) the aggregate principal amount of the Initial B Term Loans, if any, made by such Lender and outstanding on the Third Amendment Effective Date (immediately prior to giving effect thereto) as set forth on Annex I hereto under the heading “Converted Replacement B Term Loans” and (y) the Replacement B Term Commitment of such Lender (if any) as in effect on the Third Amendment Effective Date (before giving effect to any reductions thereto on such date pursuant to Section 2.03(i)). Once repaid, Replacement B Term Loans may not be reborrowed.
(B)(i) Each Borrowing of Initial B Term Loans existing on the Third Amendment Effective Date immediately prior to the Replacement B Term Loan Conversion and maintained as Eurodollar Loans (each, an “Existing Initial B Term Loan Borrowing”) shall, upon the occurrence of the Replacement B Term Loan Conversion, be deemed to be a new Borrowing of Replacement B Term Loans for all purposes of this Agreement, (ii) each such newly-deemed Borrowing of Replacement B Term Loans shall be subject to the same Interest Period (and Eurodollar Rate) as the Existing Initial B Term Loan Borrowing to which it relates (as if no new Borrowing had in fact occurred), (iii) Additional Replacement B Term Loans shall be initially incurred pursuant to a single Borrowing of Eurodollar Loans which shall be added to (and thereafter be deemed to constitute a part of) each such newly-deemed Borrowing of Replacement B Term Loans described in preceding subclause (i) on a pro rata basis (based on the relative sizes of the various such newly-deemed Borrowings of Replacement B Term Loans) and (iv) in connection with the Replacement B Term Loan Conversion and the incurrence of Additional Replacement B Term Loans pursuant to Section 1.01(g)(A), the Administrative Agent shall (and is hereby authorized to) take all appropriate actions to ensure that all Lenders with outstanding Replacement B Term Loans (after giving effect to the Replacement B Term Loan Conversion and the incurrence of Additional Replacement B Term Loans pursuant to Section 1.01(g)(A)) participate in each newly-deemed Borrowing of Replacement B Term Loans on a pro rata basis (based upon their respective Replacement B Term Loan Borrowing Amounts as in effect on the Third Amendment Effective Date).
(C) In connection with the Replacement B Term Loan Conversion and the incurrence of Additional Replacement B Term Loans pursuant to Section 1.01(g)(A), the Lenders and the Borrower hereby agree that, notwithstanding anything to the contrary contained in this Agreement, but without duplication, (i) the Borrower shall pay each Lender making Additional Replacement B Term Loans which “match funds”, upon its written request (which request shall set forth the basis for requesting such compensation and reasonably detailed calculations thereof), such amount as is necessary to compensate such Lender for its losses resulting from the making of such Additional Replacement B Term Loans in the middle of an existing Interest Period (rather than at the beginning of the respective Interest Period, based upon the rates then applicable thereto) and (ii) the Borrower shall be obligated to pay to the respective Lenders any breakage or other costs
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of the type referred to in Section 1.11 (if any) incurred in connection with the Replacement B Term Loan Conversion and/or the actions taken pursuant to preceding clause (B) of this Section 1.01(g).
(D) To the extent requested by any Replacement B Term Lender, a B Term Note will be issued at the Borrower’s expense to such Replacement B Term Lender, to be in conformity with the requirements of Section 1.05 (with appropriate modification) to the extent needed to reflect the Replacement B Term Loans made (or to be made) by such Replacement B Term Lender. Each such Replacement B Term Lender with an outstanding B Term Note which requests a new B Term Note as contemplated by this clause (D) agrees to either return the outstanding B Term Note held by it to the Borrower for cancellation or deliver a customary lost note affidavit with respect thereto.”.
3. Section 1.04(a) of the Credit Agreement is hereby amended by deleting the parenthetical “(or (x) in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof or (y) in the case of a funding of Incremental B Term Loans on an Incremental B Term Loan Borrowing Date, in an amount equal to such Lender’s Incremental B Term Commitment on such date)” appearing in the first sentence of said Section and inserting the following new parenthetical in lieu thereof:
“(or (x) in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof, (y) in the case of a funding of Incremental B Term Loans on an Incremental B Term Loan Borrowing Date, in an amount equal to such Lender’s Incremental B Term Commitment on such date or (z) in the case of Additional Replacement B Term Loans, each Lender with a Replacement B Term Commitment will make available an amount thereof equal to its Replacement B Term Commitment on the Third Amendment Effective Date)”.
4. Section 1.07 of the Credit Agreement is hereby amended by (i) inserting the text “, Replacement B Term Loans” immediately following the text “Initial B Term Loans” appearing in the first sentence of said Section and (ii) inserting the text “, Replacement B Term Borrowing Amounts” immediately following the text “Initial B Term Commitments” appearing in the first sentence of said Section.
5. Section 1.09(a) of the Credit Agreement is hereby amended by (i) deleting the text “and” appearing prior to the text “Section 1.01(c)(ii)” and inserting a comma in lieu thereof and (ii) inserting the text “and 1.01(g)(A)(i)” immediately following the text “1.01(c)(ii)” appearing in said Section.
6. Section 1.14(c) of the Credit Agreement is hereby amended by deleting each instance of the text “Initial B Term Loans” appearing in said Section and inserting the text “Replacement B Term Loans” in lieu thereof.
7. Section 2.01 of the Credit Agreement is hereby amended by (i) redesignating clause (h) of said Section as clause (i) of said Section and (ii) inserting the following new clause (h) immediately following clause (g) of said Section:
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“(h) At the time of the effectiveness of any Repricing Transaction that is consummated prior to the first anniversary of the Third Amendment Effective Date, the Borrower agrees to pay to the Administrative Agent, for the ratable account of each Lender with outstanding Replacement B Term Loans (including each Lender that withholds its consent to such Repricing Transaction and is replaced or is removed as a Lender under Section 1.13 or 3.01(v), as the case may be), a fee in an amount equal to 1.0% of (x) in the case of a Repricing Transaction of the type described in clause (1) of the definition thereof, the aggregate principal amount of all Replacement B Term Loans prepaid (or converted) in connection with such Repricing Transaction and (y) in the case of a Repricing Transaction of the type described in clause (2) of the definition thereof, the aggregate principal amount of all Replacement B Term Loans outstanding on such date that are subject to an effective pricing reduction pursuant to such Repricing Transaction. Such fees shall be due and payable upon the date of the effectiveness of such Repricing Transaction.”.
8. Section 2.03 of the Credit Agreement is hereby amended by (i) inserting the following sentence after the end of the first sentence appearing in clause (a) of said Section:
“The Total Replacement B Term Commitment (and the Replacement B Term Commitment of each Replacement B Term Lender) shall terminate on October 15, 2005, unless the Third Amendment Effective Date has occurred on or before such date.”
and (ii) inserting the following new clause (i) immediately following clause (h) of said Section:
“(i) The Total Replacement B Term Commitment shall terminate in its entirety on the Third Amendment Effective Date (immediately after giving effect to any incurrence of Additional Replacement B Term Loans on such date).”.
9. Section 3.01 of the Credit Agreement is hereby amended by (i) deleting the word “and” appearing at the end of clause (iv) of said Section, (ii) deleting the period at the end of clause (v) of said Section and inserting the text “ and” in lieu thereof and (iii) inserting the following new clause (vi) at the end of said Section:
“(vi) any prepayment of B Term Loans pursuant to this Section 3.01 made prior to the first anniversary date of the Third Amendment Effective Date in connection with a Repricing Transaction shall be subject to the fee described in Section 2.01(h).”.
10. Section 5.05(a) of the Credit Agreement is hereby amended by inserting the following new sentence at the end of said Section:
“All proceeds of Additional Replacement B Term Loans shall be used on the Third Amendment Effective Date solely to repay outstanding Initial B Term Loans of Non-Consenting Initial B Term Lenders (if any).”
11. Section 6.10(a) of the Credit Agreement is hereby amended by inserting the following proviso prior to the period (“.”) appearing at the end of said Section:
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“ provided that in the case of a Permitted Acquisition for which the aggregate amount of consideration (whether cash, Equity Interests, assets, assumed Indebtedness or otherwise) paid or to be paid by the Borrower and its Subsidiaries does not exceed $1,000,000 (in the case of non-cash assets, taking the fair market value thereof as determined in good faith by senior management of the Borrower), the calculations required by clause (v) above shall not be required to be made and the officer’s certificate required by preceding clause (ix) shall not be required to contain the calculations required by clauses (iv) and (v) above”.
12. The definition of “Calculation Period” appearing in Section 9 of the Credit Agreement is hereby amended by inserting the text “for which financial statements were delivered (or were required to be delivered) pursuant to Section 6.01(a) or (b), as applicable” at the end of said definition.
13. The definition of “Commitment” appearing in Section 9 of the Credit Agreement is hereby amended by inserting the text “, Replacement B Term Commitment” immediately after the text “Initial B Term Commitment” appearing in said definition.
14. The definition of “Cumulative Distributable Cash” appearing in Section 9 of the Credit Agreement is hereby amended by (i) deleting the text “during such Reference Period” appearing in sub-clause (ii) of said definition and inserting the text “on or prior to such date” in lieu thereof and (ii) deleting the text “during such Reference Period” appearing in sub-clause (iii) of said definition and inserting the text “on or prior to such date” in lieu thereof.
15. The definition of “Total Commitment” appearing in Section 9 of the Credit Agreement is hereby amended by inserting the text “, the Total Replacement B Term Commitment” immediately after the text “the Total Initial B Term Commitment” appearing in said definition.
16. Section 9 of the Credit Agreement is hereby further amended by (i) deleting the definitions of “Applicable Base Rate Margin”, “Applicable Eurodollar Margin”, “B Term Loan”, “Borrowing”, “Eurodollar Rate” and “Facility” appearing in said Section in its entirety and (ii) inserting in the appropriate alphabetical order the following new definitions:
“Additional Replacement B Term Loans” shall have the meaning provided in Section 1.01(g).
“Applicable Base Rate Margin” shall mean (i) in the case of B Term Loans, 0.75%, (ii) in the case of RF Loans, 1.00% and (iii) in the case of Swingline Loans, 1.00%.
“Applicable Eurodollar Margin” shall mean (i) in the case of B Term Loans, 1.75%, and (ii) in the case of RF Loans, 2.00%.
“B Term Loan” shall mean, collectively, each Initial B Term Loan (including, after any DDTL Conversion, each Delayed-Draw Term Loan converted into an Initial B Term Loan pursuant to such DDTL Conversion as
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contemplated by Section 1.06(b)), each Replacement B Term Loan and each Incremental B Term Loan.
“Borrowing” shall mean the incurrence of (i) Swingline Loans by the Borrower from the Swingline Lender on a given date or (ii) Base Rate Loans or Eurodollar Loans pursuant to a single Facility by the Borrower from the Lenders having Commitments (and/or outstanding Loans) with respect to such Facility on a pro rata basis on a given date (or resulting from conversions on a given date), having in the case of Eurodollar Loans the same Interest Period; provided that (w) Base Rate Loans incurred pursuant to Section 1.10(b) shall be considered part of any related Borrowing of Eurodollar Loans, (x) any Delayed-Draw B Term Loans converted into Initial B Term Loans pursuant to a DDTL Conversion shall be considered part of the related Borrowing of the then outstanding Initial B Term Loans to which such newly-deemed Initial B Term Loans are added as contemplated by Section 1.06(b), (y) the term “Borrowing” shall include the consolidated “borrowing” of Replacement B Term Loans pursuant to the simultaneous conversion of Initial B Term Loans by way of the Replacement B Term Loan Conversion and the incurrence of Additional Replacement B Term Loans on the Third Amendment Effective Date on the terms provided in Section 1.01(g) and (z) any Incremental B Term Loans incurred pursuant to Section 1.01(f) shall be considered part of the related Borrowing of the then outstanding Replacement B Term Loans to which such Incremental B Term Loans are added pursuant to Section 1.14; it being understood and agreed, however, that for purposes of Section 1.08, (i) the incurrence of Incremental B Term Loans on a given Incremental B Term Loan Borrowing Date shall be deemed to be a “Borrowing” of such Loans, and (ii) the incurrence of Delayed-Draw B Term Loans on a given date shall be deemed to be a “Borrowing” of such Loans.
“Consenting Initial B Term Lender” shall mean each Initial B Term Lender that has executed and delivered a counterpart of the Third Amendment to the Administrative Agent on or prior to 5:00 P.M. (New York time) on the later to occur of September 14, 2005 or the Third Amendment Effective Date.
“Converted Replacement B Term Loans” shall have the meaning provided in Section 1.01(g).
“Eurodollar Rate” shall mean:
(I) with respect to each Interest Period for a Eurodollar Loan commencing prior to the Third Amendment Effective Date, (i) the offered quotation to first-class banks in the interbank Eurodollar market by the Administrative Agent for dollar deposits of amounts in same day funds comparable to the outstanding principal amount of the Eurodollar Loans for which an interest rate is then being determined with maturities comparable to the Interest Period to be applicable to such Eurodollar Loans, determined as of 10:00 A.M. (New York time) on the date which is two Business Days prior to the commencement of such Interest Period
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divided (and rounded upward to the next whole multiple of 1/16 of 1%) by (ii) a percentage equal to 100% minus the then stated maximum rate of all reserve requirements (including, without limitation, any marginal, emergency, supplemental, special or other reserves) applicable to any member bank of the Federal Reserve System in respect of Eurocurrency liabilities as defined in Regulation D (or any successor category of liabilities under Regulation D); and
(II) with respect to each Interest Period for a Eurodollar Loan commencing on or after the Third Amendment Effective Date, (a) the rate per annum determined on the basis of the rate for deposits in Dollars for a period equal to such Interest Period commencing on the first day of such Interest Period appearing on Page 3750 of the Telerate screen (or any successor page) and identified as the London Interbank Offered Rate as of 11:00 A.M., London time, on the date which is two Business Days prior to the commencement of such Interest Period, provided that, to the extent that an interest rate is not ascertainable pursuant to the foregoing provisions of this clause (a), the rate above instead shall be the offered quotation to first-class banks in the New York interbank Eurodollar market by the Administrative Agent for Dollar deposits of amounts in immediately available funds comparable to the outstanding principal amount of the Eurodollar Loan of the Administrative Agent (in its capacity as a Lender (or, if the Administrative Agent is not a Lender with respect thereto, taking the average principal amount of the Eurodollar Loan then being made by the various Lenders pursuant thereto)) with maturities comparable to the Interest Period applicable to such Eurodollar Loan commencing two Business Days thereafter as of 10:00 A.M. (New York City time) on such date, in either case divided (and rounded upward to the nearest 1/16 of 1%) by (b) a percentage equal to 100% minus the then stated maximum rate of all reserve requirements (including, without limitation, any marginal, emergency, supplemental, special or other reserves required by applicable law) applicable to any member bank of the Federal Reserve System in respect of Eurocurrency funding or liabilities as defined in Regulation D (or any successor category of liabilities under Regulation D).
“Existing Initial B Term Loan Borrowing” shall have the meaning provided in Section 1.01(g).
“Facility” shall mean any of the credit facilities established under this Agreement, i.e., the Initial B Term Facility, the Replacement B Term Facility, the Delayed-Draw B Term Facility, the Incremental B Term Facility or the Revolving Facility; provided that (i) for purposes of Sections 1.06(a), 1.09 (other than for purposes of the initial Interest Period for Incremental B Term Loans), 1.13, 3.01, 3.02(B), 11.04(b) and 11.12(a) and (b) and the definitions of “Borrowing” and “Majority Lenders”, the Replacement B Term Facility and the Incremental B Term Facility shall be deemed to be a single “Facility”, and (ii) after the
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conversion of Delayed-Draw B Term Loans into Initial B Term Loans pursuant to a DDTL Conversion, such newly converted Loans shall be deemed to be a part of the Initial B Term Facility.
“Non-Consenting Initial B Term Lender” shall mean each Initial B Term Lender that is not a Consenting Initial B Term Lender.
“Replacement B Term Commitment” shall mean, with respect to each Lender, the amount set forth opposite such Lender’s name in Annex I directly below the column entitled “Replacement B Term Commitment,” as the same may be reduced or terminated pursuant to Sections 2.02, 2.03, 3.02(A) and/or 8 or otherwise modified pursuant to Sections 1.13 and/or 11.04(b).
“Replacement B Term Facility” shall mean the Facility evidenced by the Total Replacement B Term Commitment and the Replacement B Term Loans.
“Replacement B Term Lender” shall mean at any time each Lender with a Replacement B Term Commitment and/or with outstanding Replacement B Term Loans.
“Replacement B Term Loan” shall have the meaning provided in Section 1.01(g).
“Replacement B Term Loan Borrowing Amount” shall mean, with respect to each Lender, the amount set forth opposite such Lender’s name on Annex I hereto directly below the column entitled “Replacement B Term Loan Borrowing Amount”, as the same may be (x) reduced pursuant to Sections 2.02, 2.03, 3.02(A) and/or 8 and/or (y) adjusted from time to time as a result of assignments to or from such Lender pursuant to Sections 1.13 and/or 11.04(b).
“Replacement B Term Loan Conversion” shall have the meaning provided in Section 1.01(g).
“Repricing Transaction” shall mean (1) the incurrence by the Borrower or any of its Subsidiaries of any indebtedness (including, without limitation, any new or additional term loans under this Agreement, whether incurred directly or by way of the conversion of Replacement B Term Loans into a new tranche of replacement term loans under this Agreement) that is secured or is broadly marketed or syndicated to banks and other institutional investors in financings similar to the facilities provided for in this Agreement (i) having an “effective” interest rate margin or weighted average yield for the respective Type of such indebtedness that is less than the applicable rate for or weighted average yield for Replacement B Term Loans of the respective Type (with the comparative determinations to be made by the Administrative Agent consistent with generally accepted financial practices, after giving effect to, among other factors, margin, upfront or similar fee or “original issue discount” shared with all lenders or holders of such indebtedness or Replacement B Term Loans, as the case may be, but excluding the effect of any arrangement, structuring, syndication or other fees
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payable in connection therewith that are not shared with all lenders or holders of such indebtedness or Replacement B Term Loans, as the case may be, and without taking into account any fluctuations in the Eurodollar Rate or comparable LIBOR rate) and (ii) the proceeds of which are used to prepay (or, in the case of a conversion, deemed to prepay or replace), in whole or in part, outstanding principal of Replacement B Term Loans and/or (2) any effective reduction in the Applicable Margins for Replacement B Term Loans (e.g., by way of amendment, waiver or otherwise). Any such determination by the Administrative Agent as contemplated by preceding clauses (1) and (2) shall be conclusive and binding on all Lenders holding Replacement B Term Loans.
“Third Amendment” shall mean the Third Amendment to Credit Agreement, dated as of September 14, 2005.
“Third Amendment Effective Date” shall have the meaning provided in the Third Amendment.
“Total Replacement B Term Commitment” shall mean, at any time, the sum of the Replacement B Term Commitments of each of the Lenders at such time.
17. Exhibit A-1 to the Credit Agreement is hereby amended by deleting the text “[Initial Term Loans]” appearing in said Exhibit and inserting the text “[Replacement B Term Loans]” in lieu thereof.
18. Annex I to the Credit Agreement is hereby supplemented by adding thereto the tabular information appearing on Annex I attached hereto.
II. |
Miscellaneous Provisions. |
1. In order to induce the Lenders to enter into this Third Amendment, the Borrower hereby represents and warrants that:
(a) no Default or Event of Default exists as of the Third Amendment Effective Date (as defined below), both immediately before and immediately after giving effect thereto;
(b) all of the representations and warranties contained in the Credit Agreement and the other Credit Documents are true and correct in all material respects on the Third Amendment Effective Date, both immediately before and immediately after giving effect thereto, with the same effect as though such representations and warranties had been made on and as of the Third Amendment Effective Date (it being understood that any representation or warranty made as of a specific date shall be true and correct in all material respects as of such specific date); and
(c) concurrently with the effectiveness of this Third Amendment, the proceeds of the Additional Replacement B Term Loans shall be immediately
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applied by the Borrower to repay all outstanding Initial B Term Loans of Non-Consenting Initial B Term Lenders (if any).
2. This Third 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 Third 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 shall be lodged with the Borrower and the Administrative Agent.
4. THIS THIRD 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 (WITHOUT GIVING EFFECT TO ANY CONFLICTS OF LAWS PROVISIONS THEREOF).
5. This Third Amendment shall become effective on the date (the “Third Amendment Effective Date”) when each of the following conditions shall have been satisfied:
(i) the Borrower, Lenders constituting the Required Lenders (determined immediately prior to giving effect to the Third Amendment), each Lender with a Replacement B Term Commitment, each Lender converting Initial B Term Loans into Converted Replacement B Term Loans pursuant to the Replacement B Term Loan Conversion and each Lender with a Revolving Commitment shall have signed a counterpart hereof (whether the same or different counterparts) and shall have delivered (including by way of facsimile transmission) the same to White & Case LLP, 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, XX 00000, attention: May Yip (facsimile number: 000-000-0000, email address: xxxx@xxxxxxxxx.xxx);
(ii) there shall have been delivered to the Administrative Agent for the account of each Consenting Initial B Term Lender and each Lender with a Replacement B Term Commitment which has requested same, an appropriate B Term Note executed by the Borrower, in each case in the amount, maturity and otherwise as provided in the Credit Agreement (after giving effect to this Third Amendment);
(iii) (x) all accrued and unpaid interest on all Initial B Term Loans shall have been paid in full (regardless of whether or not the Credit Agreement otherwise requires a payment of such interest at such time), (y) all fees, costs and expenses with respect to the Initial B Term Loans shall have been paid in full and (z) the principal of all outstanding Initial B Term Loans of Non-Consenting Initial B Term Lenders shall have been repaid in full; and
(iv) there shall have been delivered to the Administrative Agent (x) by each Pledge Party (other than the Borrower) a duly authorized and executed acknowledgment agreement in form and substance satisfactory to the Administrative Agent (the “Acknowledgment Agreement”), pursuant to which (I) each such Pledge Party shall
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acknowledge that all Loans (including the Replacement B Term Loans) are secured pursuant to the Pledge Agreement and (II) each such Pledge Party that is a Subsidiary Guarantor shall acknowledge that all Loans (including the Replacement B Term Loans) are guaranteed pursuant to the Subsidiaries Guaranty, (y) copies of resolutions of the board of directors of each Pledge Party approving and authorizing the execution, delivery and performance of this Third Amendment or the Acknowledgment Agreement, as the case may be, certified as of the Third Amendment Effective Date by the corporate secretary or an assistant secretary of such Pledge Party as being in full force and effect without modification or amendment, and (z) an opinion of counsel in form and substance reasonably satisfactory to the Administrative Agent, covering such matters incident to this Third Amendment and the transactions contemplated hereby as the Administrative Agent may reasonably request.
6. By executing and delivering a copy hereof, the Borrower hereby agrees that all Loans (including, without limitation, the Replacement B Term Loans) are secured pursuant to the Pledge Agreement.
7. From and after the Third 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.
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IN WITNESS WHEREOF, the parties hereto have caused their duly authorized officers to execute and deliver this Third Amendment as of the date first above written.
FAIRPOINT COMMUNICATIONS, INC.
By:_/s/ Xxxx X. Crowley____________________
Name: Xxxx X. Xxxxxxx
Title: Executive Vice President and Chief Financial Officer
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DEUTSCHE BANK TRUST COMPANY AMERICAS, Individually and as Administrative Agent By /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: Director
By /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Vice President
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BANK OF AMERICA, N.A., Individually and as Syndication Agent By /s/ Xxxxxx Xxxxxxxxx Name: Xxxxxx Xxxxxxxxx Title: Senior Vice President
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COBANK, ACB, Individually and as Co-Documentation Agent By /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Vice President
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GENERAL ELECTRIC CAPITAL CORPORATION, Individually and as Co-Documentation Agent By /s/ Xxxxxxx X. Xxxx III Name: Xxxxxxx X. Xxxx Title: Authorized Signatory
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SIGNATURE PAGE TO THE THIRD AMENDMENT TO CREDIT AGREEMENT, DATED AS OF SEPTEMBER 14, 2005, AMONG FAIRPOINT COMMUNICATIONS, INC., VARIOUS LENDERS PARTY TO THE CREDIT AGREEMENT AND DEUTSCHE BANK TRUST COMPANY AMERICAS, AS ADMINISTRATIVE AGENT
NAME OF INSTITUTION:
SunAmerica Life Insurance Company
By: AIG Global Investment Corp.,
Its Investment Adviser
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By: _/s/ W. Jeffrey Baxter____________________ | |||
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Name: W. Xxxxxxx Xxxxxx |
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Title: Vice President |
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NAME OF INSTITUTION:
SunAmerica Senior Floating Rate Fund
By: AIG Global Investment Corp.,
Its Investment Adviser
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By: _/s/ W. Jeffrey Baxter____________________ | |||
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Name: W. Xxxxxxx Xxxxxx |
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Title: Vice President |
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NAME OF INSTITUTION:
Galaxy CLO 2003-I, Ltd.
By: AIG Global Investment Corp.,
Its Collateral Manager
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By: _/s/ W. Jeffrey Baxter____________________ | |||
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Name: W. Xxxxxxx Xxxxxx |
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Title: Vice President |
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NAME OF INSTITUTION:
Galaxy III CLO, Ltd.
By: AIG Global Investment Corp.,
Its Collateral Manager
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By: _/s/ W. Jeffrey Baxter____________________ | |||
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Name: W. Xxxxxxx Xxxxxx |
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Title: Vice President |
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NAME OF INSTITUTION:
Galaxy IV CLO, Ltd.
By: AIG Global Investment Corp.,
Its Collateral Manager
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By: _/s/ W. Jeffrey Baxter____________________ | |||
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Name: W. Xxxxxxx Xxxxxx |
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Title: Vice President |
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NAME OF INSTITUTION:
Galaxy V CLO, Ltd.
By: AIG Global Investment Corp.,
Its Collateral Manager
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By: _/s/ W. Jeffrey Baxter____________________ | |||
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Name: W. Xxxxxxx Xxxxxx |
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Title: Vice President |
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NAME OF INSTITUTION:
KZH Soleil LLC
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By: _/s/ Xxxxx Lee____________________________ | |||
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Name: Xxxxx Xxx |
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Title: Authorized Agent |
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NAME OF INSTITUTION:
KZH Soleil-2 LLC
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By: _/s/ Xxxxx Lee____________________________ | |||
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Name: Xxxxx Xxx |
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Title: Authorized Agent |
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NAME OF INSTITUTION:
Landmark CDO Limited
By: Aladdin Capital Management, LLC,
as Manager
|
By: _/s/ Xxxx X. D’Angelo______________________ | |||
|
Name: Xxxx X. X’Xxxxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
Landmark III CDO Limited
By: Aladdin Capital Management, LLC,
as Manager
|
By: _/s/ Xxxx X. D’Angelo______________________ | |||
|
Name: Xxxx X. X’Xxxxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
Landmark IV CDO Limited
By: Aladdin Capital Management, LLC,
as Manager
|
By: _/s/ Xxxx X. D’Angelo______________________ | |||
|
Name: Xxxx X. X’Xxxxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
Landmark V CDO Limited
By: Aladdin Capital Management, LLC,
as Manager
|
By: _/s/ Xxxx X. D’Angelo______________________ | |||
|
Name: Xxxx X. X’Xxxxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
WB Loan Funding I, LLC
|
By: _/s/ Xxxxx X. Himes__________________________ | |||
|
Name: Xxxxx X. Xxxxx |
| ||
|
Title: Associate |
| ||
NAME OF INSTITUTION:
Pacifica CDO II, Ltd.
|
By: _/s/ An Xxxx Xx._____________________________ | |||
|
Name: An Xxxx Xx. |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
New Alliance Global CDO, Limited
By: Alliance Capital Management L.P.,
as Subadvisor
By: Alliance Capital Management Corporation,
as General Partner
|
By: _/s/ Xxxxxx Suppiah__________________________ | |||
|
Name: Xxxxxx Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Centurion CDO 9, Limited
By: RiverSource Investments CDO, LLC
as Collateral Manager
|
By: _/s/ Xxxxxxx X. Pham__________________________ | |||
|
Name: Xxxxxxx X. Xxxx |
| ||
|
Title: Director - Operations |
| ||
NAME OF INSTITUTION:
Centurion CDO 8, Limited
By: RiverSource Investments CDO, LLC
as Collateral Manager
|
By: _/s/ Xxxxxxx X. Pham__________________________ | |||
|
Name: Xxxxxxx X. Xxxx |
| ||
|
Title: Director – Operations |
| ||
NAME OF INSTITUTION:
Centurion CDO VII, Limited
By: RiverSource Investments CDO, LLC
as Collateral Manager
|
By: _/s/ Xxxxxxx X. Pham__________________________ | |||
|
Name: Xxxxxxx X. Xxxx |
| ||
|
Title: Director – Operations |
| ||
NAME OF INSTITUTION:
Centurion CDO VI, Limited
By: RiverSource Investments CDO, LLC
as Collateral Manager
|
By: _/s/ Xxxxxxx X. Pham__________________________ | |||
|
Name: Xxxxxxx X. Xxxx |
| ||
|
Title: Director – Operations |
| ||
NAME OF INSTITUTION:
Centurion CDO II, Limited
By: RiverSource Investments CDO, LLC
as Collateral Manager
|
By: _/s/ Xxxxxxx X. Pham__________________________ | |||
|
Name: Xxxxxxx X. Xxxx |
| ||
|
Title: Director – Operations |
| ||
NAME OF INSTITUTION:
IDS Life Insurance Company
By: RiverSource Investments CDO, LLC
as Collateral Manager
|
By: _/s/ Xxxxxx X. Stevens_______________________ | |||
|
Name: Xxxxxx X. Xxxxxxx |
| ||
|
Title: Senior Managing Director |
| ||
NAME OF INSTITUTION:
Ameriprise Certificate Company
By: RiverSource Investments CDO, LLC
as Collateral Manager
|
By: _/s/ Xxxxxx X. Stevens_______________________ | |||
|
Name: Xxxxxx X. Xxxxxxx |
| ||
|
Title: Senior Managing Director |
| ||
NAME OF INSTITUTION:
Ares Enhanced Loan Investment Strategy, Ltd.
By: Ares Enhanced Loan Management, L.P.,
Investment Manager
By: Ares Enhanced Loan GP, LLC,
its General Partner
|
By: _/s/ Xxxx X. Xxxxx ___________________________ | ||
|
Name: Xxxx X. Xxxxx |
| |
|
Title: Vice President |
NAME OF INSTITUTION:
Ares VII CLO, Ltd.
By: Ares CLO Management VII, L.P.,
Investment Manager
By: Ares CLO GP VII, LLC,
its General Partner
|
By: _/s/ Xxxx X. Xxxxx ___________________________ | |||
|
Name: Xxxx X. Xxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Ares VIII CLO, Ltd.
By: Ares CLO Management VIII, L.P.,
Investment Manager
By: Ares CLO GP VIII, LLC,
its General Partner
|
By: _/s/ Xxxx X. Xxxxx ___________________________ | |||
|
Name: Xxxx X. Xxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Ares IX CLO, Ltd.
By: Ares CLO Management IX, L.P.,
Investment Manager
By: Ares CLO GP IX, LLC,
its General Partner
|
By: _/s/ Xxxx X. Xxxxx ___________________________ | |||
|
Name: Xxxx X. Xxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Avenue CLO Fund, Limited
|
By: _/s/ Xxxxxxx D’Addario_________________________ | |||
|
Name: Xxxxxxx X’Xxxxxxx |
| ||
|
Title: Senior Portfolio Manager |
| ||
NAME OF INSTITUTION:
Babson CLO Ltd. 2004-I
Babson CLO Ltd. 2004-II
Babson CLO Ltd. 2005-I
Babson CLO Ltd. 2005-II
Suffield CLO, Limited
By: Babson Capital Management LLC,
as Collateral Manager
|
By: _/s/ Xxxxx X. Wells__________________________ | |||
|
Name: Xxxxx X. Xxxxx, CFA |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Maplewood (Cayman) Limited
By: Babson Capital Management LLC,
as Investment Manager
|
By: _/s/ Xxxxx X. Wells__________________________ | |||
|
Name: Xxxxx X. Xxxxx, CFA |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Hakone Fund LLC
By: Babson Capital Management LLC,
as Investment Manager
|
By: _/s/ Xxxxx X. Wells__________________________ | |||
|
Name: Xxxxx X. Xxxxx, CFA |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Simsbury CLO, Limited
By: Babson Capital Management LLC under delegated authority from Massachusetts Mutual Life Insurance Company, as Collateral Manager
|
By: _/s/ Xxxxx X. Wells__________________________ | |||
|
Name: Xxxxx X. Xxxxx, CFA |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Massachusetts Mutual Life Insurance Company
By: Babson Capital Management LLC,
as Investment Adviser
|
By: _/s/ Xxxxx X. Wells__________________________ | |||
|
Name: Xxxxx X. Xxxxx, CFA |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Bank of Montreal
By: HIM Monegy, Inc. as Agent
|
By: _/s/ Xxxx Walker_____________________________ | |||
|
Name: Xxxx Xxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Bear Xxxxxxx Loan Trust
By: Bear Xxxxxxx Asset Management, Inc.,
as attorney-in-fact
|
By: __/s/ Xxxx X. Rosenzweig______________________ | |||
|
Name: Xxxx X. Xxxxxxxxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Bear Xxxxxxx Institutional Loan Master Trust
By: Bear Xxxxxxx Asset Management, Inc.,
as attorney-in-fact
|
By: __/s/ Xxxx X. Rosenzweig______________________ | |||
|
Name: Xxxx X. Xxxxxxxxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Braymoor & Co.
By: Bear Xxxxxxx Asset Management, Inc.,
as attorney-in-fact
|
By: __/s/ Xxxx X. Rosenzweig______________________ | |||
|
Name: Xxxx X. Xxxxxxxxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
BlackRock Global Floating Rate Income Trust
BlackRock Limited Duration Income Trust
BlackRock Senior Income Series
BlackRock Senior Income Series II
Magnetite IV CLO, Ltd.
Magnetite V CLO, Ltd.
Senior Loan Portfolio
|
By: _/s/ Xxx Colwell____________________________ | |||
|
Name: Xxx Xxxxxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
Loan Funding IV LLC, for itself or as agent for
Corporate Loan Funding VI LLC
|
By: _/s/ Xxxx Criares___________________________ | |||
|
Name: Xxxx Xxxxxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Hanover Square CLO Ltd.
By: Blackstone Debt Advisors L.P.
As Collateral Manager
|
By: _/s/ Xxxx Criares___________________________ | |||
|
Name: Xxxx Xxxxxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Union Square CDO Ltd.
By: Blackstone Debt Advisors L.P.
As Collateral Manager
|
By: _/s/ Xxxx Criares___________________________ | |||
|
Name: Xxxx Xxxxxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Monument Park CDO Ltd.
By: Blackstone Debt Advisors L.P.
As Collateral Manager
|
By: _/s/ Xxxx Criares___________________________ | |||
|
Name: Xxxx Xxxxxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Blue Square Funding Limited Series 3
|
By: _/s/ Xxxxx X. Wagner_________________________ | |||
|
Name: Xxxxx X. Xxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Ballantyne Funding LLC
|
By: _/s/ M. Xxxxxxxx Higgins_______________________ | |||
|
Name: M. Xxxxxxxx Xxxxxxx |
| ||
|
Title: Assistant Vice President |
| ||
NAME OF INSTITUTION:
Riviera Funding LLC
|
By: _/s/ M. Xxxxxxxx Higgins_______________________ | |||
|
Name: M. Xxxxxxxx Xxxxxxx |
| ||
|
Title: Assistant Vice President |
| ||
NAME OF INSTITUTION:
FBS CBNA Loan Funding LLC
|
By: _/s/ Xxxxx Bresner___________________________ |
| ||
|
Name: Xxxxx Xxxxxxx |
| ||
|
Title: Member, Xxxxxxx Capital Management on behalf of FBS | |||
NAME OF INSTITUTION:
Callidus Debt Partners CLO Fund III Ltd.
By: Its Collateral Manager, Callidus Capital Management LLC
|
By: _/s/ Xxxxx X. Della Rocca__________________ | |||
|
Name: Xxxxx X. Xxxxx Xxxxx |
| ||
|
Title: Principal |
| ||
NAME OF INSTITUTION:
Carlyle High Yield Partners IV, Ltd.
|
By: _/s/ Xxxxx Pace______________________________ | |||
|
Name: Xxxxx Xxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Carlyle High Yield Partners VI, Ltd.
|
By: _/s/ Xxxxx Pace______________________________ | |||
|
Name: Xxxxx Xxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Carlyle High Yield Partners VII, Ltd.
|
By: _/s/ Xxxxx Pace______________________________ | |||
|
Name: Xxxxx Xxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Carlyle Loan Opportunity Fund
|
By: _/s/ Xxxxx Pace______________________________ | |||
|
Name: Xxxxx Xxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Carlyle Loan Investment, Ltd.
|
By: _/s/ Xxxxx Pace______________________________ | |||
|
Name: Xxxxx Xxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Whitney CLO I, Ltd.
|
By: _/s/ Xxxxx X. Hickam_________________________ | |||
|
Name: Xxxxx X. Xxxxxx |
| ||
|
Title: Managing Director, Centre Pacific LLC |
| ||
NAME OF INSTITUTION:
Sierra II
|
By: _/s/ Xxxxx X. Hickam_________________________ | |||
|
Name: Xxxxx X. Xxxxxx |
| ||
|
Title: Managing Director, Centre Pacific LLC |
| ||
NAME OF INSTITUTION:
ECL Loan Funding LLC for itself or as agent for
ECL2 Loan Funding LLC
|
By: _/s/ Xxxxxxx Smith__________________________ | |||
|
Name: Xxxxxxx Xxxxx |
| ||
|
Title: Attorney-in-Fact |
| ||
NAME OF INSTITUTION:
Kaldi Funding LLC
|
By: _/s/ M. Xxxxxxxx Higgins_______________________ | |||
|
Name: M. Xxxxxxxx Xxxxxxx |
| ||
|
Title: Assistant Vice President |
| ||
NAME OF INSTITUTION:
Canadian Imperial Bank of Commerce
|
By: _/s/ Xxxx O’Dowd__________________________ | |||
|
Name: Xxxx X’Xxxx |
| ||
|
Title: Authorized Signatory |
| ||
|
By: _/s/ Milena Grgic_______________________ |
|
Name: Xxxxxx Xxxxx |
|
|
Title: Authorized Signatory |
NAME OF INSTITUTION:
CIT Lending Services Corporation
|
By: _/s/ Xxxxx Xxxxxxx __________________________ | |||
|
Name: Xxxxx Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Eagle Master Fund Ltd.
By: Citigroup Alternative Investments LLC, as Investment Manager for and on behalf of Eagle Master Fund Ltd.
|
By: _/s/ Xxxx O’Connell_________________________ | |||
|
Name: Xxxx X’Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Citigroup Investments Corporate Loan Fund Inc.
By: Citigroup Alternative Investments LLC
|
By: _/s/ Xxxx O’Connell_________________________ | |||
|
Name: Xxxx X’Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Atrium CDO
|
By: _/s/ Xxxxx Karn_____________________________ | |||
|
Name: Xxxxx Xxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
Atrium IV
|
By: _/s/ Xxxxx Karn_____________________________ | |||
|
Name: Xxxxx Xxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
CSAM Funding I
|
By: _/s/ Xxxxx Karn_____________________________ | |||
|
Name: Xxxxx Xxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
Madison Park Funding
|
By: _/s/ Xxxxx Karn_____________________________ | |||
|
Name: Xxxxx Xxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
Senior Debt Portfolio
By: Boston Management and Research,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Xxxxx Xxxxx Senior Income Trust
By: Xxxxx Xxxxx Management,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | ||
|
Name: Xxxxxxx X. Xxxxxxx |
| |
|
Title: Vice President |
NAME OF INSTITUTION:
Xxxxx Xxxxx Institutional Senior Loan Fund
By: Xxxxx Xxxxx Management,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Xxxxx Xxxxx CDO III Ltd.
By: Xxxxx Xxxxx Management,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Constantinus Xxxxx Xxxxx CDO V, Ltd.
By: Xxxxx Xxxxx Management,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Xxxxx Xxxxx CDO VI Ltd.
By: Xxxxx Xxxxx Management,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Xxxxxxx & Co.
By: Boston Management and Research,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Big Sky Senior Loan Fund Ltd.
By: Xxxxx Xxxxx Management,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
The Norinchukin Bank, New York Branch, through State Street Bank and Trust Company N.A. as Fiduciary Custodian
By: Xxxxx Xxxxx Management,
as attorney-in-fact
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Big Sky III Senior Loan Trust
By: Xxxxx Xxxxx Management,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Xxxxx Xxxxx VT Floating-Rate Income Fund
By: Xxxxx Xxxxx Management,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Xxxxx Xxxxx Limited Duration Income Fund
By: Xxxxx Xxxxx Management,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Xxxxx Xxxxx Senior Floating-Rate Trust
By: Xxxxx Xxxxx Management,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Xxxxx Xxxxx Floating-Rate Income Trust
By: Xxxxx Xxxxx Management,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Xxxxx Xxxxx Short Duration Diversified Income Fund
By: Xxxxx Xxxxx Management,
as Investment Advisor
|
By: _/s/ Xxxxxxx X. Botthof____________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Fidelity Advisor Series II: Fidelity Advisor Floating Rate High Income Fund
|
By: _/s/ Xxxx X. Costello________________________ | |||
|
Name: Xxxx X. Xxxxxxxx |
| ||
|
Title: Assistant Treasurer |
| ||
NAME OF INSTITUTION:
Flagship CLO II
By: Flagship Capital Management, Inc.
|
By: _/s/ Xxxx X. Meyer___________________________ | |||
|
Name: Xxxx X. Xxxxx |
| ||
|
Title: Director |
| ||
NAME OF INSTITUTION:
Flagship CLO III
By: Flagship Capital Management, Inc.
|
By: _/s/ Xxxx X. Meyer___________________________ | |||
|
Name: Xxxx X. Xxxxx |
| ||
|
Title: Director |
| ||
NAME OF INSTITUTION:
Aurum CLO 2002-I Ltd.
By: Columbia Management Advisors, Inc.
as Investment Manager
|
By: _/s/ Xxxx X. Meyer___________________________ | |||
|
Name: Xxxx X. Xxxxx |
| ||
|
Title: Director |
| ||
NAME OF INSTITUTION:
Four Corners CLO 2005-I, Ltd.
By: Four Corners Capital Management, LLC
as Collateral Manager
|
By: _/s/ Xxxxxx Columbaro______________________ | |||
|
Name: Xxxxxx Xxxxxxxxx |
| ||
|
Title: Senior Vice President |
| ||
NAME OF INSTITUTION:
Macquarie/First Trust Global Infrastructure/Utilities Dividend & Income Fund
By: Four Corners Capital Management, LLC
as Sub-Adviser
|
By: _/s/ Xxxxxx Columbaro______________________ | |||
|
Name: Xxxxxx Xxxxxxxxx |
| ||
|
Title: Senior Vice President |
| ||
NAME OF INSTITUTION:
Franklin Floating Rate Daily Access Fund
Franklin Floating Rate Masters Series
Franklin CLO-I Ltd.
Franklin CLO-II Ltd.
Franklin CLO-III Ltd.
Franklin CLO-IV Ltd.
|
By: _/s/ Tyler Chan________________________________ | |||
|
Name: Xxxxx Xxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Xxxxxxx Sachs Credit Partners L.P.
|
By: _/s/ Xxxxxxx King___________________________ | |||
|
Name: Xxxxxxx Xxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
Greenwich International Limited
|
By: _/s/ Xxxxxxx X. Reznick______________________ | |||
|
Name: Xxxxxxx X. Xxxxxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Sun Life Assurance Company of Canada (US)
By: GSO Capital Partners LP
as Sub Advisor
|
By: _/s/ Xxxxxxx Marano________________________ | |||
|
Name: Xxxxxxx Xxxxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
Foxe Basin CLO 2003, Ltd.
By: GSO Capital Partners LP
as Collateral Manager
|
By: _/s/ Xxxxxxx Marano________________________ | |||
|
Name: Xxxxxxx Xxxxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
Gulf Stream-Compass CLO 2004-1 Ltd.
By: Gulf Stream Asset Management LLC
as Collateral Manager
|
By: _/s/ Xxxxx Xxxx ________________________ | |||
|
Name: Xxxxx Xxxx |
| ||
|
Title: Chief Credit Officer |
| ||
NAME OF INSTITUTION:
Gulf Stream-Compass CLO 2005-2 Ltd.
By: Gulf Stream Asset Management LLC
as Collateral Manager
|
By: _/s/ Xxxxx Xxxx ________________________ | |||
|
Name: Xxxxx Xxxx |
| ||
|
Title: Chief Credit Officer |
| ||
NAME OF INSTITUTION:
OWS CLO Ltd.
|
By: _/s/ Xxxx Xxxxxxx ________________________ | |||
|
Name: Xxxx Xxxxxxx |
| ||
|
Title: Managing Director |
| ||
NAME OF INSTITUTION:
Bushnell CBNA Loan Funding LLC, for itself or as agent for Bushnell CFPI Loan Funding LLC
|
By: _/s/ Beata Konopico ________________________ | |||
|
Name: Beata Konopico |
| ||
|
Title: Attorney-in-Fact |
| ||
NAME OF INSTITUTION:
Xxxxxxx CBNA Loan Funding LLC, for itself or as agent for Xxxxxxx CFPI Loan Funding LLC
|
By: _/s/ Beata Konopico ________________________ | |||
|
Name: Beata Konopico |
| ||
|
Title: Attorney-in-Fact |
| ||
NAME OF INSTITUTION:
Loan Star State Trust
By: Highland Capital Management, L.P.
as Collateral Manager
By: Strand Advisors, Inc.
as its Investment Advisor
|
By: _/s/ Xxxx Xxxxxxxx ________________________ | |||
|
Name: Xxxx Xxxxxxxx |
| ||
|
Title: Assistant Treasurer, Strand Advisors, Inc. |
| ||
NAME OF INSTITUTION:
Southfork CLO Ltd.
By: Highland Capital Management, L.P.
as Collateral Manager
By: Strand Advisors, Inc.
as General Partner
|
By: _/s/ Xxxx Xxxxxxxx ________________________ | |||
|
Name: Xxxx Xxxxxxxx |
| ||
|
Title: Assistant Treasurer, Strand Advisors, Inc. |
| ||
NAME OF INSTITUTION:
Loan Funding IV LLC
By: Highland Capital Management, L.P.
as Collateral Manager
By: Strand Advisors, Inc.
its General Partner
|
By: _/s/ Xxxx Xxxxxxxx ________________________ | |||
|
Name: Xxxx Xxxxxxxx |
| ||
|
Title: Assistant Treasurer, Strand Advisors, Inc. |
| ||
NAME OF INSTITUTION:
Loan Funding VII LLC
By: Highland Capital Management, L.P.
as Collateral Manager
By: Strand Advisors, Inc.
its General Partner
|
By: _/s/ Xxxx Xxxxxxxx ________________________ | |||
|
Name: Xxxx Xxxxxxxx |
| ||
|
Title: Assistant Treasurer, Strand Advisors, Inc. |
| ||
NAME OF INSTITUTION:
Highland Offshore Partners L.P.
By: Highland Capital Management, L.P.
as Collateral Manager
By: Strand Advisors, Inc.
its General Partner
|
By: _/s/ Xxxx Xxxxxxxx ________________________ | |||
|
Name: Xxxx Xxxxxxxx |
| ||
|
Title: Assistant Treasurer, Strand Advisors, Inc. |
| ||
NAME OF INSTITUTION:
ELF Funding Trust I
By: Highland Capital Management, L.P.
as Collateral Manager
By: Strand Advisors, Inc.
its General Partner
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By: _/s/ Xxxx Xxxxxxxx ________________________ | |||
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Name: Xxxx Xxxxxxxx |
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Title: Assistant Treasurer, Strand Advisors, Inc. |
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NAME OF INSTITUTION:
Highland Floating Rate Advantage Fund
By: Highland Capital Management, L.P.
as Collateral Manager
By: Strand Advisors, Inc.
its Investment Advisor
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By: _/s/ Xxxx X. Okada________________________ |
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Name: Xxxx X. Xxxxx |
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Title: Executive Vice President, Strand Advisors, Inc. | |||
NAME OF INSTITUTION:
Highland Floating Rate Limited Liability Company
By: Highland Capital Management, L.P.
as Collateral Manager
By: Strand Advisors, Inc.
its Investment Advisor
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By: _/s/ Xxxx X. Okada________________________ |
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Name: Xxxx X. Xxxxx |
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Title: Executive Vice President, Strand Advisors, Inc. | |||
NAME OF INSTITUTION:
ING Investment Management CLO I, Ltd.
By: ING Investment Management Co.,
as its Investment Manager
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By: _/s/ Xxxxxx Wilson________________________ | |||
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Name: Xxxxxx Xxxxxx |
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Title: Senior Vice President |
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NAME OF INSTITUTION:
ING Prime Rate Trust
By: ING Investment Management Co.,
as its Investment Manager
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By: _/s/ Xxxxxx Wilson________________________ | |||
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Name: Xxxxxx Xxxxxx |
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Title: Senior Vice President |
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NAME OF INSTITUTION:
ING Senior Income Fund
By: ING Investment Management Co.,
as its Investment Manager
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By: _/s/ Xxxxxx Wilson________________________ | |||
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Name: Xxxxxx Xxxxxx |
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Title: Senior Vice President |
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NAME OF INSTITUTION:
Avalon Capital Ltd. 3
By: INVESCO Senior Secured Management, Inc.,
as Asset Manager
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By: _/s/ Xxxxx Baskind________________________ | |||
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Name: Xxxxx Xxxxxxx |
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Title: Authorized Signatory |
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NAME OF INSTITUTION:
Champlain CLO, Ltd.
By: INVESCO Senior Secured Management, Inc.,
as Collateral Manager
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By: _/s/ Xxxxx Baskind________________________ | |||
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Name: Xxxxx Xxxxxxx |
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Title: Authorized Signatory |
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NAME OF INSTITUTION:
Charter View Portfolio
By: INVESCO Senior Secured Management, Inc.,
as Investment Advisor
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By: _/s/ Xxxxx Baskind________________________ | |||
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Name: Xxxxx Xxxxxxx |
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Title: Authorized Signatory |
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NAME OF INSTITUTION:
Diversified Credit Portfolio Ltd.
By: INVESCO Senior Secured Management, Inc.,
as Investment Adviser
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By: _/s/ Xxxxx Baskind________________________ | |||
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Name: Xxxxx Xxxxxxx |
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Title: Authorized Signatory |
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NAME OF INSTITUTION:
AIM Floating Rate Fund
By: INVESCO Senior Secured Management, Inc.,
as Sub-Adviser
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By: _/s/ Xxxxx Baskind________________________ | |||
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Name: Xxxxx Xxxxxxx |
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Title: Authorized Signatory |
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NAME OF INSTITUTION:
INVESCO European CDO I S.A.
By: INVESCO Senior Secured Management, Inc.,
as Collateral Manager
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By: _/s/ Xxxxx Baskind________________________ | |||
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Name: Xxxxx Xxxxxxx |
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Title: Authorized Signatory |
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NAME OF INSTITUTION:
Loan Funding IX LLC, for itself or as agent for Corporate Loan Funding IX LLC
By: INVESCO Senior Secured Management, Inc.,
as Sub-Adviser
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By: _/s/ Xxxxx Baskind________________________ | |||
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Name: Xxxxx Xxxxxxx |
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Title: Authorized Signatory |
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NAME OF INSTITUTION:
Sequils-Liberty, Ltd.
By: INVESCO Senior Secured Management, Inc.,
as Collateral Manager
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By: _/s/ Xxxxx Baskind________________________ | |||
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Name: Xxxxx Xxxxxxx |
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Title: Authorized Signatory |
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NAME OF INSTITUTION:
Moselle CLO S.A.
By: INVESCO Senior Secured Management, Inc.,
Interim Collateral Manager
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By: _/s/ Xxxxx Baskind________________________ | |||
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Name: Xxxxx Xxxxxxx |
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Title: Authorized Signatory |
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NAME OF INSTITUTION:
Sagamore CLO Ltd.
By: INVESCO Senior Secured Management, Inc.,
as Collateral Manager
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By: _/s/ Xxxxx Baskind________________________ | |||
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Name: Xxxxx Xxxxxxx |
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Title: Authorized Signatory |
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NAME OF INSTITUTION:
Saratoga CLO-I, Limited
By: INVESCO Senior Secured Management, Inc.,
as Sub-Adviser
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By: _/s/ Xxxxx Baskind________________________ | |||
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Name: Xxxxx Xxxxxxx |
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Title: Authorized Signatory |
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NAME OF INSTITUTION:
Victoria Falls CLO Ltd.
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By: _/s/ Xxxxxxxx X. Xxxxx ________________________ | |||
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Name: Xxxxxxxx X. Xxxxx |
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Title: Senior Vice President |
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NAME OF INSTITUTION:
KKR Financial CLO 2005-1 Ltd.
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By: _/s/ Xxxxxx X. Xxxxxxxx ________________________ | |||
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Name: Xxxxxx X. Xxxxxxxx |
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Title: Authorized Signatory |
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NAME OF INSTITUTION:
Wind River CLO I Ltd.
By: XxXxxxxxx Investment Management, LLC,
as Manager
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By: _/s/ Xxxxxxxx X. Zam________________________ | |||
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Name: Xxxxxxxx X. Zam |
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Title: Vice President |
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NAME OF INSTITUTION:
Diversified Income Strategies Portfolio, Inc.
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By: _/s/ illegible________________________ | |||
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Name: |
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Title: |
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NAME OF INSTITUTION:
Longhorn CDO III Ltd.
By: Xxxxxxx Xxxxx Investment Managers, L.P.
as Collateral Manager
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By: _/s/ illegible________________________ | |||
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Name: |
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Title: |
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NAME OF INSTITUTION:
Madison Avenue CDO III, Limited
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By: _/s/ Xxx Dingler_______________________ | |||
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Name: Xxx Xxxxxxx |
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Title: Director |
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NAME OF INSTITUTION:
Metropolitan Life Insurance Company
|
By: _/s/ Xxx Dingler_______________________ | |||
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Name: Xxx Xxxxxxx |
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Title: Director |
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NAME OF INSTITUTION:
Xxxxxx Xxxxxxx Bank
|
By: _/s/ Xxxxxx Twonge_______________________ | |||
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Name: Xxxxxx Twonge |
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Title: Vice President |
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NAME OF INSTITUTION:
Xxxxxx Xxxxxxx Prime Income Trust
|
By: _/s/ Xxxxx X. Kim_______________________ | |||
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Name: Xxxxx X. Xxx |
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Title: Vice President |
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NAME OF INSTITUTION:
Xxxxxx Xxxxxxx Senior Funding Inc.
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By: _/s/ Xxxx DiGianno_______________________ | |||
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Name: Xxxx GiGianno |
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Title: Vice President |
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NAME OF INSTITUTION:
NCRAM Loan Trust
By: Nomura Corporate Research and Asset Management Inc.
as Investment Adviser
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By: _/s/ Xxxxxxxxx MacLean_______________________ | |||
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Name: Xxxxxxxxx XxxXxxx |
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Title: Director |
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NAME OF INSTITUTION:
Centaurus Loan Trust
By: Nomura Corporate Research and Asset Management Inc.
as Investment Adviser
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By: _/s/ Xxxxxxxxx MacLean_______________________ | |||
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Name: Xxxxxxxxx XxxXxxx |
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Title: Director |
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NAME OF INSTITUTION:
Clydesdale CLO 2003, Ltd.
By: Nomura Corporate Research and Asset Management Inc.
as Collateral Manager
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By: _/s/ Xxxxxxxxx MacLean_______________________ | |||
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Name: Xxxxxxxxx XxxXxxx |
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Title: Director |
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NAME OF INSTITUTION:
Clydesdale Strategic CLO I, Ltd.
By: Nomura Corporate Research and Asset Management Inc.
as Investment Manager
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By: _/s/ Xxxxxxxxx MacLean_______________________ | |||
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Name: Xxxxxxxxx XxxXxxx |
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Title: Director |
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NAME OF INSTITUTION:
Nuveen Floating Rate Income Opportunity Fund, as a lender
By: Symphony Asset Management, LLC
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By: _/s/ Lenny Mason______________________ | |||
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Name: Xxxxx Xxxxx |
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Title: Portfolio Manager |
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NAME OF INSTITUTION:
Nuveen Floating Rate Income Fund, as a lender
By: Symphony Asset Management, LLC
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By: _/s/ Lenny Mason______________________ | |||
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Name: Xxxxx Xxxxx |
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Title: Portfolio Manager |
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NAME OF INSTITUTION:
Nuveen Senior Income Fund, as a lender
By: Symphony Asset Management, LLC
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By: _/s/ Lenny Mason______________________ | |||
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Name: Xxxxx Xxxxx |
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Title: Portfolio Manager |
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NAME OF INSTITUTION:
Oak Hill Advisors
|
By: _/s/ Xxxxx X. Krase______________________ | |||
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Name: Xxxxx X. Xxxxx |
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Title: Authorized Signatory |
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NAME OF INSTITUTION:
Oak Hill Credit Partners I, Limited
By: Oak Hill CLO Management I, LLC
as Investment Manager
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By: _/s/ Xxxxx X. Krase______________________ | |||
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Name: Xxxxx X. Xxxxx |
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Title: Authorized Person |
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NAME OF INSTITUTION:
Oak Hill Credit Partners II, Limited
By: Oak Hill CLO Management II, LLC
as Investment Manager
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By: _/s/ Xxxxx X. Krase______________________ | |||
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Name: Xxxxx X. Xxxxx |
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|
Title: Authorized Person |
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NAME OF INSTITUTION:
Oak Hill Credit Partners III, Limited
By: Oak Hill CLO Management III, LLC
as Investment Manager
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By: _/s/ Xxxxx X. Krase______________________ | |||
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Name: Xxxxx X. Xxxxx |
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Title: Authorized Person |
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NAME OF INSTITUTION:
Oak Hill Credit Partners IV, Limited
By: Oak Hill CLO Management IV, LLC
as Investment Manager
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By: _/s/ Xxxxx X. Krase______________________ | |||
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Name: Xxxxx X. Xxxxx |
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Title: Authorized Person |
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NAME OF INSTITUTION:
SMBC MVI SPC, on behalf of and for the account of Segregated Portfolio No. 1
By: Oak Hill Separate Account Management, LLC
as Investment Manager
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By: _/s/ Xxxxx X. Krase______________________ | |||
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Name: Xxxxx X. Xxxxx |
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Title: Authorized Person |
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NAME OF INSTITUTION:
Xxxxxxxxxxx Senior Floating Rate Fund
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By: _/s/ Susanna Evans______________________ | |||
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Name: Xxxxxxx Xxxxx |
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Title: Manager |
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NAME OF INSTITUTION:
PPM Spyglass Funding Trust
|
By: _/s/ M .Xxxxxxxx Higgins______________________ | |||
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Name: M. Xxxxxxxx Xxxxxxx |
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Title: Assistant Vice President |
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NAME OF INSTITUTION:
PPM Monarch Bay Funding LLC
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By: _/s/ M .Xxxxxxxx Higgins______________________ | |||
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Name: M. Xxxxxxxx Xxxxxxx |
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|
Title: Assistant Vice President |
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NAME OF INSTITUTION:
Prospero CLO I S.V.
|
By: _/s/ Xxxx X. Spellman______________________ | ||
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Name: Xxxx X. Xxxxxxxx |
| |
|
Title: Executive Director |
| |
NAME OF INSTITUTION:
Xxxxxx Floating Rate Income Fund
|
By: _/s/ Xxxx Mazor______________________ | |||
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Name: Xxxx Xxxxx |
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Title: Vice President |
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NAME OF INSTITUTION:
Boston Harbor CLO 2004-1, Ltd.
|
By: _/s/ Xxxx Mazor______________________ | |||
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Name: Xxxx Xxxxx |
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Title: Vice President |
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NAME OF INSTITUTION:
Xxxxxx Diversified Income Trust
|
By: _/s/ Xxxx Mazor______________________ | |||
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Name: Xxxx Xxxxx |
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Title: Vice President |
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NAME OF INSTITUTION:
Xxxxxx Master Intermediate Income Trust
|
By: _/s/ Xxxx Mazor______________________ | |||
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Name: Xxxx Xxxxx |
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|
Title: Vice President |
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NAME OF INSTITUTION:
Xxxxxx Premier Income Trust
|
By: _/s/ Xxxx Mazor______________________ | |||
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Name: Xxxx Xxxxx |
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Title: Vice President |
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NAME OF INSTITUTION:
State Street Bank and Trust Company as Trustee for
GMAM Group Pension Trust I
|
By: _/s/ Xxxxxxx Ricciardi______________________ | |||
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Name: Xxxxxxx Xxxxxxxxx |
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Title: Client Service Officer |
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NAME OF INSTITUTION:
State Street Bank and Trust Company as Trustee for
General Motors Welfare Benefit Trust
|
By: _/s/ Xxxxxxx Ricciardi______________________ | |||
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Name: Xxxxxxx Xxxxxxxxx |
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|
Title: Client Service Officer |
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NAME OF INSTITUTION:
Windsor Loan Funding, Limited
By: Xxxxxxxxx Capital Partners LLC
as its Investment Manager
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By: _/s/ Xxxxxxxxxxx X. Jansen______________________ | |||
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Name: Xxxxxxxxxxx X. Xxxxxx |
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|
Title: Managing Partner |
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NAME OF INSTITUTION:
Xxxxxxxxx Vantage CLO, Ltd
By: Xxxxxxxxx Capital Partners LLC
as its Asset Manager
|
By: _/s/ Xxxxxxxxxxx X. Jansen______________________ | |||
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Name: Xxxxxxxxxxx X. Xxxxxx |
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|
Title: Managing Partner |
| ||
NAME OF INSTITUTION:
Stichting Pensioenfunds ABP
By: ABP Investments US, Inc.,
its agent
|
By: _/s/ Jelle Mensonides______________________ | |||
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Name: Xxxxx Xxxxxxxxxx |
| ||
|
Title: President/CEO |
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|
By: _/s/ Xxxxxx X. Dunn______________________ | ||
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Name: Xxxxxx X. Xxxx |
| |
|
Title: Managing Director/CIO |
NAME OF INSTITUTION:
Granite Ventures I Ltd.
By: Stone Tower Debt Advisors
as its Collateral Manager
|
By: _/s/ W. Xxxxxxx Xxxxx ______________________ | |||
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Name: W. Xxxxxxx Xxxxx |
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|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
Stone Tower CLO II Ltd.
By: Stone Tower Debt Advisors
as its Collateral Manager
|
By: _/s/ W. Xxxxxxx Xxxxx ______________________ | |||
|
Name: W. Xxxxxxx Xxxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
Stone Tower CLO III Ltd.
By: Stone Tower Debt Advisors
as its Collateral Manager
|
By: _/s/ W. Xxxxxxx Xxxxx ______________________ | |||
|
Name: W. Xxxxxxx Xxxxx |
| ||
|
Title: Authorized Signatory |
| ||
NAME OF INSTITUTION:
TRS Callisto LLC
|
By: _/s/ Xxxxx X. Xxxxxx ______________________ | |||
|
Name: Xxxxx X. Xxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
UBS AG, Stamford Branch
|
By: _/s/ Xxxxxxx X. Salnt ______________________ | |||
|
Name: Xxxxxxx X. Salnt |
| ||
|
Title: Director, Banking Products Services, US |
| ||
|
By: _/s/ Xxxx Xxxxxxxxxxxx ______________________ |
| ||
|
Name: Xxxx Xxxxxxxxxxxx |
| ||
|
Title: Associate Director, Banking Products Services, US | |||
NAME OF INSTITUTION:
Xxx Xxxxxx Senior Income Trust
By: Xxx Xxxxxx Asset Management
|
By: _/s/ Xxxxxxxxx Xxxxxxxx ______________________ | |||
|
Name: Xxxxxxxxx Xxxxxxxx |
| ||
|
Title: Executive Director |
| ||
NAME OF INSTITUTION:
Xxx Xxxxxx Senior Loan Fund
By: Xxx Xxxxxx Asset Management
|
By: _/s/ Xxxxxxxxx Xxxxxxxx ______________________ | |||
|
Name: Xxxxxxxxx Xxxxxxxx |
| ||
|
Title: Executive Director |
| ||
NAME OF INSTITUTION:
Veritas CLO II, Ltd.
|
By: _/s/ Xxxx X. Xxxxxxxx ______________________ | ||
|
Name: Xxxx X. Xxxxxxxx |
| |
|
Title: Executive Director |
| |
NAME OF INSTITUTION:
Wachovia Bank, National Association
By: Xxx Xxxxxx Asset Management
|
By: _/s/ Xxxxx Xxxxxxxx ______________________ | |||
|
Name: Xxxxx Xxxxxxxx |
| ||
|
Title: Vice President |
| ||
NAME OF INSTITUTION:
Western Asset Floating Rate, LLC
|
By: _/s/ Xxxxxxxxxxx Kilpatrick___________________ | |||
|
Name: Xxxxxxxxxxx Xxxxxxxxxx |
| ||
|
Title: WAMCO |
| ||
NAME OF INSTITUTION:
Mt. Xxxxxx CLO, Ltd.
|
By: _/s/ Xxxxxxxxxxx Kilpatrick___________________ | |||
|
Name: Xxxxxxxxxxx Xxxxxxxxxx |
| ||
|
Title: WAMCO |
| ||