SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT
Exhibit 4.1
Execution Copy
SECOND AMENDMENT
TO
SECOND AMENDED AND RESTATED CREDIT AGREEMENT
This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of January 22, 2007 (this “Amendment”), is granted by Agent, Canadian Agent and the Requisite Lenders set forth on the signature pages attached hereto in connection with that certain Second Amended and Restated Credit Agreement, dated as of June 1, 2006 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among UNITED AGRI PRODUCTS, INC., a Delaware corporation (“UAP”), UAP DISTRIBUTION, INC., a Delaware corporation (“UAP Distribution”), LOVELAND PRODUCTS, INC., a Colorado corporation (“Loveland Products” and together with UAP and UAP Distribution are sometimes referred to herein as the “U.S. Borrowers” and individually as a “U.S. Borrower”), UNITED AGRI PRODUCTS CANADA INC., an entity organized under the federal laws of Canada (“Canadian Borrower”) (U.S. Borrowers and Canadian Borrower are sometimes referred to herein as the “Borrowers” and individually as a “Borrower”), the other Credit Parties named therein, the financial institutions that are signatories thereto as Lenders, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, as the initial L/C Issuer and as Agent and GE CANADA FINANCE HOLDING COMPANY, an entity organized under the federal laws of Canada, as Canadian Agent. Unless otherwise specified herein, capitalized terms used in this Amendment shall have the meanings ascribed to them in Annex A to the Credit Agreement.
RECITALS
WHEREAS, the Credit Parties have requested that Agent, Canadian Agent and the Requisite Lenders amend certain provisions of the Credit Agreement as herein set forth; and
WHEREAS, Agent, Canadian Agent and the Requisite Lenders are prepared to amend certain provisions of the Credit Agreement, in the manner and on the terms and conditions provided for herein.
NOW THEREFORE, in consideration of the foregoing recitals, mutual agreements contained herein and for good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
SECTION 1. AMENDMENTS.
Subject to the satisfaction of the conditions to effectiveness set forth in Section 2 herein, Agent, Canadian Agent and the Requisite Lenders hereby agree to amend the Credit Agreement as set forth below:
(a) Clause (iv) of Section 3.6(b) of the Credit Agreement is hereby amended and restated to read in its entirety as follows:
“(iv) no additional Indebtedness or Contingent Obligations shall be incurred, assumed or otherwise be reflected on a consolidated balance sheet of Borrowers and Target after giving effect to such Permitted Acquisition, except (i) industrial revenue bonds, pollution control bonds and other tax-exempt financing, Capital Leases, and installment purchase Indebtedness, in each case secured solely by Fixtures, Equipment and/or Real Estate and any accessions thereto or proceeds thereof and related property, and not incurred in anticipation of such Permitted Acquisition (“Permitted Acquisition Debt”), (ii) Loans made hereunder and (iii) Indebtedness permitted by Sections 3.1(g), (m) and (n);”
(b) Clause (v) of Section 3.6(b) of the Credit Agreement is hereby amended and restated to read in its entirety as follows:
“(v) the sum of all amounts payable in connection with all Permitted Acquisitions (including, without duplication, all earn outs, working capital adjustments, transaction costs and all Permitted Acquisition Debt, and Contingent Obligations incurred or assumed in connection therewith or otherwise reflected on a consolidated balance sheet of Borrowers and Target) shall not exceed (1) $125,000,000 in the aggregate per Fiscal Year which amount shall be increased in any Fiscal Year by the positive amount (if any), equal to the difference of (A) $125,000,000 minus (B) the actual amount of the sum of all amounts payable in connection with all Permitted Acquisitions during such prior Fiscal Year; provided that no more than (A) $25,000,000 in the aggregate per Fiscal Year and (B) $50,000,000 in the aggregate during the term of this Agreement may be spent for International Acquisitions and Canadian Acquisitions collectively; provided that if the purchase price under any Permitted Acquisition is paid in full or in part by the issuance of common Stock of Holdings or incurrence of Indebtedness permitted by Sections 3.1(m) or (n), the amount of any such consideration shall be excluded from the calculation of the annual limits referenced under this clause (v);”
(c) The notice information set forth next to “If to Agent or GE Capital” in Section 9.3 of the Credit Agreement is hereby amended and restated to read in its entirety as follows:
| “If to Agent or GE Capital: | GENERAL ELECTRIC CAPITAL | |
| CORPORATION | ||
| 000 Xxxx Xxxxxx, 0xx Xxxxx | ||
| Xxx Xxxx, XX 00000 | ||
| ATTN: Xxxxxx Xxxxx | ||
| Fax: (000) 000-0000” |
SECTION 2. CONDITION TO EFFECTIVENESS.
The effectiveness of this Amendment is subject to the satisfaction of each of the following conditions precedent:
(a) this Amendment shall have been duly executed and delivered by the Borrowers, the other Credit Parties, Agent, Canadian Agent and Requisite Lender; and
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(b) the representations and warranties contained herein shall be true and correct in all respects.
SECTION 3. REPRESENTATIONS AND WARRANTIES.
In order to induce Agent, Canadian Agent and Lenders to enter into this Amendment, each Credit Party hereby represents and warrants to Agent, Canadian Agent and Lenders, which representations and warranties shall survive the execution and delivery of this Amendment, that:
(a) all of the representations and warranties contained in the Credit Agreement and in each Loan Document are true and correct in all material respects (without duplication of any materiality qualifier contained therein) as of the date hereof after giving effect to this Amendment, except to the extent that any such representations and warranties expressly relate to an earlier date;
(b) the execution, delivery and performance by such Credit Party of this Amendment has been duly authorized by all necessary corporate action required on its part and this Amendment, and the Credit Agreement is the legal, valid and binding obligation of such Credit Party enforceable against such Credit Party in accordance with its terms, except as its enforceability may be affected by the effect of (i) bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect relating to or affecting the rights or remedies of creditors generally, and (ii) general principles of equity;
(c) neither the execution, delivery and performance of this Amendment by such Credit Party, the performance by such Credit Party of the Credit Agreement nor the consummation of the transactions contemplated hereby does or shall contravene, result in a breach of, or violate (i) any provision of any Credit Party’s certificate or articles of incorporation or bylaws or other similar documents, or agreements, (ii) any law or regulation, or any order or decree of any court or government instrumentality, or (iii) any indenture, mortgage, deed of trust, lease, agreement or other instrument to which any Credit Party or any of its Subsidiaries is a party or by which any Credit Party or any of its Subsidiaries or any of their property is bound, except in any such case to the extent such conflict or breach (y) has been waived herein or by a written waiver document, a copy of which has been delivered to Agent on or before the date hereof, or (z) has not had and could not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect; and
(d) no Default or Event of Default has occurred and is continuing.
SECTION 4. REFERENCE TO AND EFFECT UPON THE CREDIT AGREEMENT.
(a) Except as specifically set forth above, the Credit Agreement and the other Loan Documents shall remain in full force and effect and are hereby ratified and confirmed.
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(b) The amendments forth herein are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) be a consent to any amendment, waiver or modification of any other term or condition of the Credit Agreement or any other Loan Document, (ii) operate as a waiver or otherwise prejudice any right, power or remedy that Agent, Canadian Agent or the Lenders may now have or may have in the future under or in connection with the Credit Agreement or any other Loan Document or (iii) constitute an amendment or a waiver of any provision of the Credit Agreement or any Loan Document, in each case, except as specifically set forth herein. Upon the effectiveness of this Amendment, each reference in the Credit Agreement to “this Agreement”, “herein”, “hereof” and words of like import and each reference in the Credit Agreement and the Loan Documents to the Credit Agreement shall mean the Credit Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Credit Agreement.
SECTION 5. COSTS AND EXPENSES.
As provided in Section 1.3(e) of the Credit Agreement, Borrowers agree to reimburse Agent and Canadian Agent for all reasonable, out-of-pocket fees, costs and expenses, including the reasonable, out-of-pocket fees, costs, and expenses of counsel or other advisors for advice, assistance or other representation in connection with this Amendment.
SECTION 6. GOVERNING LAW.
THIS AMENDMENT SHALL BE GOVERNED BY AND SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK.
SECTION 7. HEADINGS.
Section headings in this Amendment are included herein for convenience of reference only and shall not constitute a part of this Amendment for any other purposes.
SECTION 8. COUNTERPARTS.
This Amendment may be executed in any number of counterparts, each of which when so executed shall be deemed an original but all such counterparts shall constitute one and the same instrument.
SECTION 9. CONFIDENTIALITY.
The matters set forth herein are subject to Section 9.13 of the Credit Agreement, which is incorporated herein by reference.
[signature pages follow]
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IN WITNESS WHEREOF, this Amendment has been duly executed as of the date first written above.
| BORROWERS:
UNITED AGRI PRODUCTS CANADA INC., as Canadian Borrower | ||
| By: | /s/ Xxxx X. Xxxx | |
| Name: | Xxxx X. Xxxx | |
| Title: | Vice President & Secretary | |
| UNITED AGRI PRODUCTS, INC., as a U.S. Borrower | ||
| By: | /s/ Xxxx X. Xxxx | |
| Name: | Xxxx X. Xxxx | |
| Title: | Vice President, Secretary and General Counsel | |
| UAP DISTRIBUTION, INC., as a U.S. Borrower | ||
| By: | /s/ Xxxx X. Xxxx | |
| Name: | Xxxx X. Xxxx | |
| Title: | Vice President & Secretary | |
|
LOVELAND PRODUCTS, INC., as a U.S. Borrower | ||
| By: | /s/ Xxxx X. Xxxx | |
| Name: | Xxxx X. Xxxx | |
| Title: | Vice President & Secretary | |
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| CREDIT PARTIES:
| ||
| By: | /s/ Xxxx X. Xxxx | |
| Name: | Xxxx X. Xxxx | |
| Title: | Vice President, Secretary and General Counsel | |
| LOVELAND INDUSTRIES, INC. | ||
| By: | /s/ Xxxx X. Xxxx | |
| Name: | Xxxx X. Xxxx | |
| Title: | Vice President & Secretary | |
| PLATTE CHEMICAL CO. | ||
| By: | /s/ Xxxx X. Xxxx | |
| Name: | Xxxx X. Xxxx | |
| Title: | Vice President & Secretary | |
| SNAKE RIVER CHEMICALS, INC. | ||
| By: | /s/ Xxxx X. Xxxx | |
| Name: | Xxxx X. Xxxx | |
| Title: | Vice President & Secretary | |
| TRANSBAS, INC. | ||
| By: | /s/ Xxxx X. Xxxx | |
| Name: | Xxxx X. Xxxx | |
| Title: | Vice President & Secretary | |
| UAP TIMBERLAND, LLC | ||
| By: | /s/ Xxxx X. Xxxx | |
| Name: | Xxxx X. Xxxx | |
| Title: | Vice President & Secretary | |
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| XXXXX, LLC | ||
| By: | Loveland Products, Inc. | |
| Its: | Manager | |
| By: | /s/ Xxxx X. Xxxx | |
| Name: | Xxxx X. Xxxx | |
| Title: | Vice President & Secretary | |
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| GENERAL ELECTRIC CAPITAL CORPORATION, as Agent, an L/C Issuer and a Lender | ||
| By: | /s/ Xxxxxx XxXxxxxx | |
| Its Duly Authorized Signatory | ||
| GE CANADA FINANCE HOLDING COMPANY, as Canadian Agent | ||
| By: | /s/ Xxxx Xxxxxxx | |
| Its Duly Authorized Signatory | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| XXXXXXX XXXXX CREDIT PARTNERS L.P., as a Lender | ||
| By: | ||
| Name: | ||
| Title: | ||
| DEERE CREDIT, INC., as a Lender | ||
| By: | /s/ Xxxxxxx X. Xxxxxx | |
| Name: | Xxxxxxx X. Xxxxxx | |
| Title: | Sr. Acct. Credit Manager | |
| PNC BANK NATIONAL ASSOCIATION, as a Lender | ||
| By: | /s/ Xxxxx Xxxxxx | |
| Name: | Xxxxx Xxxxxx | |
| Title: | Vice President | |
| BANK OF AMERICA, N.A., as a Lender | ||
| By: | /s/ Xxxx Xxxxxx | |
| Name: | Xxxx Xxxxxx | |
| Title: | VP. Sr. Clinet Manager | |
| COOPERATIVE CENTRALE RAIFFEISEN-BOERELEENBANK B.A., “RABOBANK INTERNATIONAL” NEW YORK BRANCH, as a Lender | ||
| By: | /s/ Xxxx X. Xxxxxx | |
| Name: | Xxxx X. Xxxxxx | |
| Title: | Executive Director | |
| By: | /s/ Xxxxxx Xxxxxxx | |
| Name: | Xxxxxx Xxxxxxx | |
| Title: | Executive Director | |
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| XXXXXXX XXXXX CAPITAL, A DIVISION OF XXXXXXX XXXXX BUSINESS FINANCIAL SERVICES INC., as a Lender | ||
| By: | ||
| Name: | ||
| Title: | ||
| UBS LOAN FINANCE LLC, as a Lender | ||
| By: | /s/ Xxxxxxx X. Xxxxxx | |
| Name: | Xxxxxxx X. Xxxxxx | |
| Title: | Director | |
| BANK OF MONTREAL, as a Lender | ||
| By: | /s/ Xxx Xxxxxxxxx | |
| Name: | Xxx Xxxxxxxxx | |
| Title: | Vice President | |
| By: | /s/ Xxxx X. Xxxx, Xx. | |
| Name: | Xxxx X. Xxxx, Xx. | |
| Title: | Vice President | |
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| AMERICAN INTERNATIONAL GROUP, INC. | ||
| By: AIG Global Investment Corp., its Investment Advisor | ||
| By: | ||
| Name: | ||
| Title: | ||
| GALAXY CLO 2003-1, LTD. | ||
| By: AIG Global Investment Corp., its Investment Advisor | ||
| By: | ||
| Name: | ||
| Title: | ||
| GALAXY III CLO, LTD. | ||
| By: AIG Global Investment Corp., its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| GALAXY IV CLO, LTD. | ||
| By: AIG Global Investment Corp., as Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| GALAXY V CLO, LTD. | ||
| By: AIG Global Investment Corp., its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| GALAXY VI CLO, LTD. | ||
| By: AIG Global Investment Corp., its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| ACAS CLO 2006-1, Ltd. | ||
| By: American Capital Asset Management, LLC, as Portfolio Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| BLACKROCK SENIOR INCOME SERIES | ||
| By: BlackRock Financial Management, Inc., its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| BLACKROCK SENIOR INCOME SERIES II | ||
| By: BlackRock Financial Management, Inc., its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| BLACKROCK SENIOR INCOME SERIES III | ||
| By: BlackRock Financial Management, Inc., its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| GRANITE FINANCE LIMITED | ||
| By: BlackRock Financial Management, Inc., its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| MAGNETITE IV CLO, LIMITED | ||
| By: BlackRock Financial Management, Inc., its Investment Advisor | ||
| By: | ||
| Name: | ||
| Title: | ||
| MAGNETITE V CLO, LIMITED | ||
| By: BlackRock Financial Management, Inc., its Investment Advisor | ||
| By: | ||
| Name: | ||
| Title: | ||
| SENIOR LOAN FUND | ||
| By: BlackRock Financial Management, Inc., its Investment Advisor | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| CS ADVISORS CLO I LTD. | ||
| By: CapitalSource Advisors LLC, as Portfolio Manager and Attorney-in-Fact | ||
| By: | /s/ Xxxxxxx Xxxxxxx | |
| Name: | Xxxxxxx Xxxxxxx | |
| Title: | Vice President | |
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| BRIDGEPORT CLO LTD. | ||
| By: Deerfield Capital Management LLC, as its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| MARQUETTE PARK CLO LTD. | ||
| By: Deerfield Capital Management LLC, as its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| MARKET SQUARE CLO LTD. | ||
| By: Deerfield Capital Management LLC, as its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| LONG GROVE CLO, LTD. | ||
| By: Deerfield Capital Management LLC, as its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| BRYN MAWR CLO, LTD. | ||
| By: Deerfield Capital Management LLC, as its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| CUMBERLAND II CLO, LTD. | ||
| By: | ||
| Name: | ||
| Title: | ||
| ROSEMONT CLO, LTD. | ||
| By: Deerfield Capital Management LLC, as its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| MUIRFIELD TRADING LLC | ||
| By: | ||
| Name: | ||
| Title: | ||
| ACCESS INSTITUTIONAL LOAN FUND | ||
| By: Deerfield Capital Management LLC, as its Portfolio Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| FOREST CREEK CLO, LTD. | ||
| By: Deerfield Capital Management LLC, as its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| DENALI CAPITAL CLO I, LTD. | ||
| By: Denali Capital LLC, Managing Member of DC Funding Partners LLC, Portfolio Manager for Denali Capital CLO I, Ltd. | ||
| By: | /s/ Xxxxx X. Xxxxx | |
| Name: | Xxxxx X. Xxxxx | |
| Title: | Senior Vice President | |
| DENALI CAPITAL CLO III, LTD. | ||
| By: Denali Capital LLC, Managing Member of DC Funding Partners LLC, Portfolio Manager for Denali Capital CLO III, Ltd. | ||
| By: | /s/ Xxxxx X. Xxxxx | |
| Name: | Xxxxx X. Xxxxx | |
| Title: | Senior Vice President | |
| DENALI CAPITAL CLO V, LTD. | ||
| By: Denali Capital LLC, Managing Member of DC Funding Partners LLC, Portfolio Manager for Denali Capital CLO V, Ltd. | ||
| By: | /s/ Xxxxx X. Xxxxx | |
| Name: | Xxxxx X. Xxxxx | |
| Title: | Senior Vice President | |
| DENALI CAPITAL CLO VI, LTD. | ||
| By: Denali Capital LLC, Managing Member of DC Funding Partners LLC, Portfolio Manager for Denali Capital CLO VI, Ltd. | ||
| By: | /s/ Xxxxx X. Xxxxx | |
| Name: | Xxxxx X. Xxxxx | |
| Title: | Senior Vice President | |
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| XXXXX XXXXX VT FLOATING-RATE INCOME FUND | ||
| By: Xxxxx Xxxxx Management, as Investment Advisor | ||
| By: | ||
| Name: | ||
| Title: | ||
| XXXXX XXXXX VARIABLE LEVERAGE FUND LTD. | ||
| By: Xxxxx Xxxxx Management, as Investment Advisor | ||
| By: | ||
| Name: | ||
| Title: | ||
| XXXXXXX & CO. | ||
| By: Boston Management and Research, as Investment Advisor | ||
| By: | ||
| Name: | ||
| Title: | ||
| XXXXX XXXXX INSTITUTIONAL SENIOR LOAN FUND | ||
| By: Xxxxx Xxxxx Management, as Investment Advisor | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| XXXXX XXXXX CDO VIII, LTD. | ||
| By: Xxxxx Xxxxx Management, as Investment Advisor | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| FOUR CORNERS CLO II, LTD. | ||
| By: | ||
| Name: | ||
| Title: | ||
| FOUR CORNERS CLO III, LTD. | ||
| By: | ||
| Name: | ||
| Title: | ||
| KNIGHT CBNA LOAN FUNDING LLC | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| GOLDENTREE LOAN OPPORTUNITIES I, LTD. | ||
| By: GoldenTree Asset Management, L.P. | ||
| By: | ||
| Name: | ||
| Title: | ||
| GOLDENTREE LOAN OPPORTUNITIES III, LTD. | ||
| By: GoldenTree Asset Management, L.P. | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| GSC PARTNERS GEMINI FUND LIMITED | ||
| By: GSCP (NJ), L.P., as Collateral Monitor | ||
| By: | ||
| Name: | ||
| Title: | ||
| By: GSCP (NJ), INC., its General Partner | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| THE HARTFORD MUTUAL FUNDS, INC., ON BEHALF OF THE HARTFORD FLOATING RATE FUND | ||
| By: Hartford Investment Management Company, its Sub-advisor | ||
| By: | ||
| Name: | ||
| Title: | ||
| ATLAS LOAN FUNDING (HARTFORD), LLC | ||
| By: Atlas Capital Funding, Ltd. | ||
| By: Structured Asset Investors, LLC, its Investment Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| HARTFORD INSTITUTIONAL TRUST, ON BEHALF OF ITS FLOATING RATE BANK LOAN SERIES | ||
| By: Hartford Investment Management Company, its Investment Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| VICTORIA FALLS CLO, LTD. | ||
| By: | ||
| Name: | ||
| Title: | ||
| DIAMOND LAKE CLO, LTD. | ||
| By: | ||
| Name: | ||
| Title: | ||
| SUMMIT LAKE CLO, LTD. | ||
| By: | ||
| Name: | ||
| Title: | ||
| CLEAR LAKE CLO, LTD. | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| XXXXXXXXX LOAN OPPORTUNITY LTD. | ||
| By: | XxXxxxxxx Investment Management, LLC, as Investment Manager | |
| By: | ||
| Name: | ||
| Title: | ||
| GANNETT PEAK CLO I, LTD. | ||
| By: | XxXxxxxxx Investment Management, LLC, as Investment Manager | |
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| VENTURE III CDO LIMITED | ||
| By: Its Investment Advisor, MJX Asset Management, LLC | ||
| By: | ||
| Name: | ||
| Title: | ||
| VENTURE IV CDO LIMITED | ||
| By: Its Investment Advisor, MJX Asset Management, LLC | ||
| By: | ||
| Name: | ||
| Title: | ||
| VENTURE V CDO LIMITED | ||
| By: Its Investment Advisor, MJX Asset Management, LLC | ||
| By: | ||
| Name: | ||
| Title: | ||
| VENTURE VI CDO LIMITED | ||
| By: Its Investment Advisor, MJX Asset Management, LLC | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| VENTURE VII CDO LIMITED | ||
| By: Its Investment Advisor, MJX Asset Management, LLC | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| OAK HILL CREDIT PARTNERS I, LIMITED
By: Oak Hill CLO Management I, LLC, as Investment Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| OAK HILL CREDIT PARTNERS II, LIMITED
By: Oak Hill CLO Management II, LLC, as Investment Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| OAK HILL CREDIT PARTNERS III, LIMITED
By: Oak Hill CLO Management III, LLC, as Investment Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| OAK HILL CREDIT PARTNERS IV, LIMITED
By: Oak Hill CLO Management IV, LLC, as Investment Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| OAK HILL CREDIT OPPORTUNITIES FINANCING, LTD. | ||
| By: | ||
| Name: | ||
| Title: | ||
| SMBC MVI SPC, on behalf of and for the account of Segregated Portfolio No. 1
By: Oak Hill Separate Account Management I, LLC, as Investment Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| CENTURION CDO II, LTD. | ||
| By: | RiverSource Investments, LLC, As Collateral Manager | |
| By: | ||
| Name: | ||
| Title: | ||
| SEQUILS-CENTURION V, LTD. | ||
| By: | RiverSource Investments, LLC, As Collateral Manager | |
| By: | ||
| Name: | ||
| Title: | ||
| AMERIPRISE CERTIFICATE COMPANY | ||
| By: | ||
| Name: | ||
| Title: | ||
| CENTURION CDO III, LIMITED | ||
| By: | RiverSource Investments, LLC, As Collateral Agent | |
| By: | ||
| Name: | ||
| Title: | ||
| RIVERSOURCE BOND SERIES, INC.-RIVERSOURCE FLOATING RATE FUND | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| NOB HILL CLO, LIMITED
By: Seneca Capital Management as Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| ULT CBNA LOAN FUNDING LLC | ||
| By: | ||
| Name: | ||
| Title: | ||
| XXXXXXXXX MODENA CLO, LTD.
By: Xxxxxxxxx Capital Partners LLC, as its Asset Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| XXXXXXXXX VEYRON CLO, LTD.
By: Xxxxxxxxx Capital Partners LLC, as its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| XXXXXXXXX QUATTRO CLO, LTD.
By: Xxxxxxxxx Capital Partners LLC, as its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| XXXXXXXXX AZURE CLO, LTD.
By: Xxxxxxxxx Capital Partners LLC, as its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| RAMPART CLO I LTD.
By: Stone Tower Debt Advisors LLC, as its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| STONE TOWER CREDIT FUNDING I LTD.
By: Stone Tower Debt Advisors LLC, as its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| STONE TOWER CLO IV, LTD.
By: Stone Tower Debt Advisors LLC, as its Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
| ENDURANCE CLO I, LTD.
By: West Gate Horizons Advisors LLC, as Portfolio Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| ARCHIMEDES FUNDING IV (CAYMAN), LTD.
By: West Gate Horizons Advisors LLC, as Collateral Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| WG HORIZONS CLO I, LTD.
By: West Gate Horizons Advisors LLC, as Manager | ||
| By: | ||
| Name: | ||
| Title: | ||
Signature Page to Second Amendment To Second Amended and Restated Credit Agreement
