CONFORMED COPY
AMENDMENT No. 1 AND AGREEMENT dated as of December 21, 2001
(this "Amendment"), with respect to the Credit Agreement dated as
of November 28, 2000 (as amended, supplemented or otherwise
modified from time to time, the "Credit Agreement"), among
Metaldyne Corporation, a Delaware corporation, formerly known as
MascoTech, Inc. ("Holdings"), Metaldyne Company LLC, a Delaware
limited liability company, formerly known as Metalync Company LLC
(the "Parent Borrower"), the Subsidiary Term Borrowers (as defined
in the Credit Agreement) party thereto, the Foreign Subsidiary
Borrowers (as defined in the Credit Agreement) party thereto (the
Foreign Subsidiary Borrowers, together with the Parent Borrower
and the Subsidiary Term Borrowers, being referred to as the
"Borrowers"), the lenders from time to time party thereto (the
"Lenders"), JPMorgan Chase Bank, a New York banking corporation,
formerly known as The Chase Manhattan Bank, as administrative
agent, collateral agent, swingline lender and issuing bank, Credit
Suisse First Boston, as syndication agent, Comerica Bank, as
documentation agent, First Union National Bank, as documentation
agent, National City Bank, as documentation agent, and Bank One,
NA, as documentation agent.
A. Pursuant to the Credit Agreement, the Lenders have extended credit
to the Borrowers, and have agreed to extend additional credit to the Borrowers,
in each case pursuant to the terms and subject to the conditions set forth
therein.
B. Holdings and the Borrowers have requested that the Required Lenders
agree to the terms as set forth herein and agree to amend certain provisions of
the Credit Agreement as set forth herein.
C. The Required Lenders are willing so to agree and to amend the Credit
Agreement pursuant to the terms and subject to the conditions set forth herein.
D. Capitalized terms used and not otherwise defined herein shall have
the meanings assigned thereto in the Credit Agreement.
2
In consideration of the premises and the agreements, provisions and
covenants herein contained, the parties hereto hereby agree, on the terms and
subject to the conditions set forth herein, as follows:
SECTION 1. Amendments to Section 1.01. (a) The definition of the term
"Additional Acquisition Indebtedness" is hereby amended by (i) deleting the text
"and" immediately before clause (f) of the first sentence of such definition and
replacing it with a comma, (ii) adding the text "and (g) except when the
proceeds of such Indebtedness are used to prepay then outstanding Incremental
Term Loans pursuant to Section 2.11(e), (i) the Convertible Debentures and any
outstanding Shareholder Loans shall have been indefeasibly paid in full with
proceeds from Permitted Subordinated Indebtedness and the obligations thereunder
shall have been terminated and (ii) such Indebtedness shall not be incurred
prior to January 1, 2003" immediately after clause (f) of the first sentence of
such definition and (iii) deleting the text "and (f)" in clause (iii) of the
first proviso to the second sentence of such definition and replacing it with
the text ", (f) and (g)".
(b) The definition of the term "Applicable Rate" is hereby amended by
(i) deleting the text "3.00%" in clause (a)(i) of such definition and replacing
it with the text "3.50%", (ii) deleting the text "4.00%" in clause (a)(ii) of
such definition and replacing it with the text "4.50%", (iii) deleting the text
"2.25%" under the captions "Category 1" and "ABR Spread" in the first table in
such definition and replacing it with the text "2.75%" and (iv) deleting the
text "3.25%" under the captions "Category 1" and "Eurocurrency Spread" in the
first table in such definition and replacing it with the text "3.75%".
(c) The definition of the term "Consolidated EBITDA" is hereby amended
by (i) deleting the text "and" immediately after clause (a)(xv) of the first
sentence of such definition and replacing it with a comma and (ii) adding the
text "and (xvii) solely for purposes of determining compliance with Section
6.14, with respect to the fiscal quarter ending on December 31, 2001, fees paid
pursuant to Section 18 of Amendment No. 1 to this Agreement" immediately after
clause (a)(xvi) of the first sentence of such definition.
(d) The definition of the term "Net Proceeds" is hereby amended by (i)
inserting the text "(i)" immediately after the text "set forth above," in the
last sentence of such definition and (ii) adding the text "and (ii) the proceeds
of any sale, transfer or other disposition of
3
receivables (or any interest therein) pursuant to any European Factoring
Arrangement shall constitute Net Proceeds only to the extent such proceeds can
be repatriated to the United States without adverse tax consequences to the
Parent Borrower or any Subsidiary" immediately after the text "deemed to
constitute Net Proceeds" in the last sentence of such definition.
(e) The definition of the term "Permitted Acquisition Amount" is hereby
amended by deleting the first sentence of such definition and replacing it with
the following sentence:
"Permitted Acquisition Amount" means (a) zero at any time prior to (i)
the date on which the Convertible Debentures and any outstanding Shareholder
Loans are indefeasibly paid in full with proceeds from Permitted Subordinated
Indebtedness and the obligations thereunder are terminated and (ii) January 1,
2003, and (b) $75,000,000 at any time thereafter.
(f) The definition of the term "Prepayment Event" is hereby amended by
adding the text "and a European Factoring Arrangement" immediately after the
text "pursuant to a sale and leaseback transaction" in the parenthetical in
clause (a) of such definition.
(g) The definition of the term "Specified Permitted Unsecured
Indebtedness" is hereby amended by deleting the text "250,000,000" immediately
after the text "not to exceed at any time" in the first sentence of such
definition and replacing it with the text "$245,000,000".
(h) The definition of the term "Swingline Lender" is hereby amended by
adding the text ", and Comerica Bank, in its capacity as lender of Swingline
Loans hereunder. References herein and in the other Loan Documents to the
Swingline Lender shall be deemed to refer to the Swingline Lender in respect of
the applicable Swingline Loan or to all Swingline Lenders, as the context
requires." immediately after the text "lender of Swingline Loans hereunder" in
such definition.
(i) The definition of the term "Total Indebtedness" is hereby amended
by (i) adding the text "(i)" immediately after the text "provided further that"
in such definition, (ii) adding the text ", (ii) for purposes of clause (a)
above, the term "Indebtedness" shall include the aggregate principal amount of
Convertible Debentures and Shareholder Loans then outstanding, without giving
effect to any discounts that would reduce the amount of Convertible
4
Debentures and Shareholder Loans that would be reflected on a balance sheet as
of such date on a consolidated basis in accordance with GAAP, (iii) solely for
purposes of determining compliance with Section 6.14 for the testing period
ending on December 31, 2001, for purposes of clause (a) above, the term
"Indebtedness" shall not include Indebtedness incurred to pay the fees payable
pursuant to Section 18 of Amendment No. 1 to this Agreement and (iv) solely for
purposes of determining compliance with Section 6.14 for the testing period
ending on December 31, 2001, "Total Indebtedness" for the fiscal quarter ending
on December 31, 2001, shall be determined by deeming any prepayment of Term
Loans made (x) with Net Proceeds resulting from any sale and leaseback
transaction permitted under Section 6.06(b) and (y) prior to February 15, 2002,
to have been made in the fiscal quarter ending on December 31, 2001" immediately
after the text "in respect of the Permitted Receivables Financing" in the second
proviso to such definition.
(j) Section 1.01 of the Credit Agreement is hereby amended by adding
the defined term "European Factoring Arrangement" in the appropriate
alphabetical order to read in its entirety as follows:
"European Factoring Arrangement" means any factoring arrangement
entered into by the Parent Borrower or any Subsidiary with respect to accounts
receivable of such entity that are held in Europe; provided that (a) the
aggregate uncollected balances of such accounts receivable shall not exceed
$15,000,000 at any time outstanding and (b) any such arrangement is non-recourse
to the Parent Borrower and its Subsidiaries other than on a customary basis for
such arrangements, such as (i) repurchases of non-eligible receivables
thereunder and (ii) indemnifications for losses other than credit losses related
to the receivables sold in such arrangement.
SECTION 2. Amendment to Section 2.01(b). Section 2.01(b) of the Credit
Agreement is hereby amended by deleting the text "250,000,000" in the last
sentence of such Section and replacing it with the text "245,000,000".
SECTION 3. Amendment to Section 2.11(d). Section 2.11(d) of the Credit
Agreement is hereby amended by adding the text "(other than (i) a sale and
leaseback transaction permitted pursuant to Section 6.06(b) and (ii) a sale,
transfer or other disposition of receivables (or any interest therein) pursuant
to a European Factoring Arrangement)" immediately after the text "clause (a) of
the
5
definition of the term Prepayment Event" in the proviso to such Section.
SECTION 4. Amendment to Section 5.01(a). Section 5.01(a) of the Credit
Agreement is hereby amended by adding the text ", other than any change in the
application of GAAP due solely to Holdings', the Parent Borrower's and the
Subsidiaries' transition from "recapitalization accounting" to "purchase
accounting"" immediately after the text "in accordance with GAAP consistently
applied" in such Section.
SECTION 5. Amendments to Section 6.02. Section 6.02 of the Credit
Agreement is hereby amended by (a) deleting the text "and" immediately after
paragraph (g) of such Section, (b) deleting the period at the end of paragraph
(h) of such Section and replacing it with the text "; and" and (c) adding the
following new paragraph (i) immediately after paragraph (h) of such Section:
(i) Liens on equipment with an orderly liquidation value of not more
than $13,000,000 securing obligations under leases expressly permitted under
Section 6.06(b)(ii); provided that, with respect to each such lease, such
equipment and its aggregate orderly liquidation value shall be specified on a
schedule delivered to the Administrative Agent by the Parent Borrower no later
than three Business Days prior to the Parent Borrower's or any Subsidiary's
entering into such lease.
SECTION 6. Amendment to Section 6.03(c). Section 6.03(c) of the Credit
Agreement is hereby amended by deleting the text "and (vi)" in such Section and
replacing it with the text ", (vi) performing its obligations under guarantees
in respect of sale and leaseback transactions permitted by Section 6.06 and
(vii)".
SECTION 7. Amendments to Section 6.05. Section 6.05 of the Credit
Agreement is hereby amended by (a) deleting the text "and" at the end of clause
(j) of such Section, (b) adding the text "and" immediately after the semicolon
at the end of clause (k) of such Section and (c) adding the following new clause
(l) immediately after clause (k) of such Section:
(l) sales of accounts receivable and related assets pursuant to a
European Factoring Arrangement;
SECTION 8. Amendment to Section 6.06. Section 6.06 of the Credit
Agreement is hereby amended by deleting the text "and (b)" immediately following
the text "permitted by Section 6.01(a)(xi)" and replacing it with the text ",
6
(b) in the case of property owned as of December 18, 2001, (i) any such sale of
any fixed or capital assets that is made for cash consideration in an aggregate
amount not less than the fair market value of such fixed or capital assets not
to exceed $50,000,000 in the aggregate and (ii) any such sale of any fixed or
capital assets that is made for cash consideration in an aggregate amount not
less than an amount equal to 85% of the orderly liquidation value of such fixed
or capital assets not to exceed $25,000,000 in the aggregate, so long as, in
each case, the Capital Lease Obligations (if any) associated therewith are
permitted by Section 6.01(a)(xi) and (c)".
SECTION 9. Amendments to Section 6.08(a). Section 6.08(a) of the Credit
Agreement is hereby amended by (a) adding the text "(i)" immediately after the
text "provided that," in clause (vi) of such Section and (b) adding the text
"and (ii) in the case of the amount due in January 2002, in respect of
restricted stock granted pursuant to the Restricted Stock Obligation, Holdings
may pay no more than 40% of such amount in cash, and the balance of such amount
may be paid on the earlier of (A) January 1, 2003, (B) the first date following
January 15, 2002, on which the Leverage Ratio is less than the applicable ratio
that Holdings and the Parent Borrower are obligated to maintain at such time
pursuant to Section 6.14 minus 0.50 and (C) the date on which the Convertible
Debentures are refinanced or replaced" immediately after the text "shall have
occurred and be continuing" in clause (vi) of such Section.
SECTION 10. Amendment to Section 6.14. Section 6.14 of the Credit
Agreement is hereby amended by deleting the second, third and fourth lines of
the table at the end of such Section and replacing them with the following text:
December 31, 2001, to September 29, 2002 5.00 to 1.00
September 30, 2002, to December 30, 2002 4.75 to 1.00
December 31, 2002, to March 30, 2003 4.25 to 1.00
SECTION 11. Amendment to Section 6.l6. Section 6.16 of the Credit
Agreement is hereby amended and restated in its entirety to read as follows:
SECTION 6.16. Consolidated Lease Expense. Neither Holdings nor the
Parent Borrower will permit Consolidated Lease Expense associated with Capital
Expenditures to exceed 30% of Capital Expenditures for such fiscal year.
SECTION 12. Amendments to the Interest Rates Specified in the
Incremental Term Loan Activation Notice
7
dated as of December 15, 2000. The interest rates specified in the Incremental
Term Loan Activation Notice dated as of December 15, 2000, among the Parent
Borrower and the Incremental Lenders party thereto are hereby amended by (a)
deleting the text "3.25%" in clause (iii)(A) of the last paragraph thereof and
replacing it with the text "3.50%" and (b) deleting the text "4.25%" in clause
(iii)(B) of the last paragraph thereof and replacing it with the text "4.50%".
SECTION 13. Amendments to the Interest Rates Specified in the
Incremental Term Loan Activation Notice dated as of June 21, 2001. The interest
rates specified in the Incremental Term Loan Activation Notice dated as of June
21, 2001, among the Parent Borrower and the Incremental Lenders party thereto
are hereby amended by (a) deleting the text "3.25%" in clause (ii)(A) of the
last paragraph thereof and replacing it with the text "3.50%" and (b) deleting
the text "4.25%" in clause (ii)(B) of the last paragraph thereof and replacing
it with the text "4.50%".
SECTION 14. Amendment to Security Agreement. The defined term "Excluded
Assets" in Section 1.02 of the Security Agreement is hereby amended by (a)
deleting the text "and" immediately before clause (c) of such definition and
replacing it with a comma and (b) adding the text "and (d) assets subject to
Liens expressly permitted under Section 6.02(i) of the Credit Agreement"
immediately after clause (c) of such definition.
SECTION 15. Agreement. The Parent Borrower hereby agrees that
concurrently with the delivery of the certificate required by Section 5.01(c) in
respect of the testing period ending on December 31, 2001, the Parent Borrower
shall also deliver to the Administrative Agent and each Lender a certificate of
a Financial Officer of the Parent Borrower, which certificate shall be
accompanied by a letter from PriceWaterhouse Coopers LLP ("PWC") confirming
PWC's review of such certificate, certifying the aggregate impact on
Consolidated EBITDA for each fiscal quarter of the fiscal year ending on
December 31, 2001, resulting from Holdings', the Parent Borrower's and the
Subsidiaries' transition from "recapitalization accounting" to "purchase
accounting".
SECTION 16. Acknowledgment. Subject only to effectiveness of this
Amendment, each of Holdings and the Parent Borrower (on behalf of itself and
each of its Subsidiaries) hereby acknowledges that (a) the amount of Specified
Permitted Unsecured Indebtedness that is permitted to be incurred or assumed by
Holdings, the Parent Borrower or any Subsidiary pursuant to the Credit Agreement
is zero
8
and (b) the amount of Incremental Term Loans that is available to be borrowed by
the Parent Borrower pursuant to the Credit Agreement is zero.
SECTION 17. Representations and Warranties. Each of Holdings and the
Borrowers party hereto represents and warrants to the Administrative Agent and
the Lenders that:
(a) this Amendment has been duly authorized, executed and delivered by
it and constitutes its legal, valid and binding obligation enforceable
against it in accordance with its terms, except as enforceability may be
limited by bankruptcy, insolvency, moratorium, reorganization or other
similar laws affecting creditors' rights generally and except as
enforceability may be limited by general principles of equity (regardless of
whether such enforceability is considered in a proceeding in equity or at
law);
(b) on the date hereof, the representations and warranties set forth in
Article III of the Credit Agreement are and will be true and correct with
the same effect as if made on the date hereof, except to the extent such
representations and warranties expressly relate to an earlier date; and
(c) on the date hereof, after giving effect to this Amendment, no
Default or Event of Default shall have occurred and be continuing.
SECTION 18. Amendment Fee. In consideration of the agreements of the
Required Lenders contained in this Amendment, the Parent Borrower agrees to pay
to the Administrative Agent, for the account of each Lender that delivers an
executed counterpart of this Amendment prior to 5:00 p.m., New York City time,
on December 21, 2001, an amendment fee (the "Amendment Fee") in an amount equal
to an agreed upon percentage of the sum of such Lender's outstanding Term Loans
and Revolving Commitments as of such date.
SECTION 19. Conditions to Effectiveness. This Amendment shall become
effective as of the date first above written when (i) the Administrative Agent
shall have received (x) counterparts of this Amendment that, when taken
together, bear the signatures of each of Holdings, the Borrowers listed on
Schedule 1 hereto and the Required Lenders and (y) the Amendment Fees and (ii) a
certificate of an officer of the Parent Borrower shall have been delivered to
the Administrative Agent to the effect that the
9
representations and warranties set forth in Section 17
hereof are true and correct.
SECTION 20. Credit Agreement. Except as specifically provided hereby,
the Credit Agreement and the other Loan Documents shall continue in full force
and effect in accordance with the provisions thereof as in existence on the date
hereof. After the date hereof, any reference to any Loan Document shall mean
such Loan Document as modified hereby. This Amendment shall be a Loan Document
for all purposes.
SECTION 21. APPLICABLE LAW. THIS AMENDMENT SHALL BE GOVERNED BY, AND
CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
SECTION 22. Counterparts. This Amendment may be executed in two or more
counterparts, each of which shall constitute an original but all of which when
taken together shall constitute one contract. Delivery of an executed signature
page of this Amendment by facsimile transmission shall be effective as delivery
of a manually executed counterpart hereof.
SECTION 23. Headings. The Section headings used herein are for
convenience of reference only, are not part of this Amendment and are not to
affect the construction of, or to be taken into consideration in interpreting,
this Amendment.
10
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed by their respective authorized officers as of the day and year
first written above.
METALDYNE CORPORATION,
by /s/ Xxxxxxx X. Lelliette
-----------------------------
Name: Xxxxxxx X. Lelliette
Title: Officer
METALDYNE COMPANY LLC,
by /s/ Xxxxxxx X. Lelliette
-----------------------------
Name: Xxxxxxx X. Lelliette
Title: Officer
THE SUBSIDIARIES LISTED ON
SCHEDULE 1 HERETO,
by /s/ Xxxxxxx X. Lelliette
-----------------------------
Name: Xxxxxxx X. Lelliette
Title: Officer
JPMORGAN CHASE BANK,
individually and as
Administrative Agent,
Collateral Agent and Swingline
Lender,
by /s/ Xxxx X. Xxxxx
-----------------------------
Name: Xxxx X. Xxxxx
Title: Vice President
11
CREDIT SUISSE FIRST BOSTON,
individually and as
Syndication Agent,
by /s/ Xxxx X. Xxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxx
Title: Director
by /s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Associate
COMERICA BANK, individually
and as Documentation Agent and
Swingline Lender,
by /s/ Xxxxxxx X. Xxxxxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Associate
FIRST UNION NATIONAL BANK,
individually and as
Documentation Agent,
by /s/ Xxxxxxxxx X. Xxxxxx
--------------------------------------
Name: Xxxxxxxxx X. Xxxxxx
Title: Vice President
NATIONAL CITY BANK,
individually and as
Documentation Agent,
by /s/ Xxxxxxx X. Xxxxxxxxx, Xx.
--------------------------------------
Name: Xxxxxxx X. Xxxxxxxxx, Xx.
Title: Senior Vice President
12
BANK ONE, NA, individually and
as Documentation Agent,
by /s/ Xxxxxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Director
13
SIGNATURE PAGE TO AMENDMENT NO. 1 AND
AGREEMENT DATED AS OF DECEMBER 21, 2001, WITH
RESPECT TO THE CREDIT AGREEMENT DATED AS OF
NOVEMBER 28, 2000, AMONG METALDYNE
CORPORATION, METALDYNE COMPANY LLC, THE
SUBSIDIARY TERM BORROWERS, THE FOREIGN
SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT,
COLLATERAL AGENT, SWINGLINE LENDER AND
ISSUING BANK, CREDIT SUISSE FIRST BOSTON, AS
SYNDICATION AGENT, COMERICA BANK, AS
DOCUMENTATION AGENT, FIRST UNION NATIONAL
BANK, AS DOCUMENTATION AGENT, NATIONAL CITY
BANK, AS DOCUMENTATION AGENT, AND BANK ONE,
NA, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION:
BLUE SQUARE FUNDING SERIES 3
By: Bankers Trust Company, as
Trustee
by /s/ Xxxxx Xxxxxxxx
-------------------------------------
Name: Xxxx Xxxxxxxx
Title: Assistant Vice President
ELF FUNDING TRUST I
By: Highland Capital
Management, L.P.
As Collateral Manager
by /s/ Xxxx Xxxxxxx
-------------------------------------
Name: Xxxx
Title: Senior Portfolio Manager
14
EMERALD ORCHARD LIMITED
by /s/ Xxxx Xxxxxxxx
-------------------------------------
Name: Xxxx Xxxxxxxx
Title: Attorney In Fact
GLENEAGLES TRADING LLC
by /s/ Xxxxx X. Xxxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Assistant Vice President
HIGHLAND LEGACY LIMITED
By: Highland Capital
Management, L.P.
As Collateral Manager
by /s/ Xxxx Xxxxxxx
-------------------------------------
Name: Xxxx
Title: Senior Portfolio Manager
HIGHLAND LOAN FUNDING V LTD.
By: Highland Capital
Management, L.P.
As Collateral Manager
by /s/ Xxxx Xxxxxxx
-------------------------------------
Name: Xxxx
Title: Senior Portfolio Manager
KZH HIGHLAND-2 LLC
by /s/ Xxxxx Xxx
-------------------------------------
Name: Xxxxx Xxx
Title: Authorized Agent
15
KZH PAMCO LLC
by /s/ Xxxxx Xxx
-------------------------------------
Name: Xxxxx Xxx
Title: Authorized Agent
XXX CAPITAL FUNDING L.P.
By: Highland Capital
Management, L.P.
As Collateral Manager
by /s/ Xxxx Xxxxxxx
-------------------------------------
Name: Xxxx
Title: Senior Portfolio Manager
PAMCO CAYMAN LTD.
By: Highland Capital
Management, L.P.
As Collateral Manager
by /s/ Xxxx Xxxxxxx
-------------------------------------
Name: Xxxx Xxxxxxx
Title: Senior Portfolio Manager
SL LOANS LIMITED
By: Highland Capital
Management, L.P.
As Attorney-in-Fact
by /s/ Xxxx Xxxxxxx
-------------------------------------
Name: Xxxx Xxxxxxx
Title: Senior Portfolio Management
16
SRV-HIGHLAND, INC.
by /s/ Xxxxx X. Xxxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Asst. Vice President
DRESDNER BANK AG NEW YORK AND
GRAND CAYMAN BRANCHES
by /s/ Xxxxxx Xxxxxx
-------------------------------------
Name: Xxxxxx Xxxxxx
Title: Assistant Vice President
by /s/ Xxxxxxxx Xxxxxx
-------------------------------------
Name: Xxxxxxxx Xxxxxx
Title: Associate
BNP PARIBAS
by /s/ Xxxxxxx X. Xxxxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Managing Director
by /s/ Xxxxxxx Xxxxxxx
-------------------------------------
Name: Xxxxxxx Xxxxxxx
Title: Managing Director
THE BANK OF NOVA SCOTIA
by /s/ A.S. Xxxxxxxxxx
-------------------------------------
Name: A.S. Xxxxxxxxxx
Title: Sr. Team Leader - Loan Operations
17
CITADEL HILL 2000 LTD.
by /s/ Xxxx Xxxxxxxxx
-------------------------------------
Name: Xxxx Xxxxxxxxx
Title: Authorized Signatory
FLEET NATIONAL BANK
by /s/ Xxxxxxx XxXxxxxxx
-------------------------------------
Name: Xxxxxxx XxXxxxxxx
Title: Managing Director
FIRST DOMINION FUNDING I
by /s/ Xxxxx X. Xxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Authorized Signatory
FIRST DOMINION FUNDING II
by /s/ Xxxxx X. Xxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Authorized Signatory
FIRST DOMINION FUNDING III
by /s/ Xxxxx X. Xxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Authorized Signatory
18
GSC PERTNERS CDO FUND II,
LIMITED
by /s/ Xxxxxx X. Xxxxxxx
-------------------------------------
Name: Xxxxxx X. Xxxxxxx
Title: Managing Director
GSC PERTNERS CDO FUND III,
LIMITED
by /s/ Xxxxxx X. Xxxxxxx
-------------------------------------
Name: Xxxxxx X. Xxxxxxx
Title: Managing Director
GSC PERTNERS CDO FUND, LIMITED
by /s/ Xxxxxx X. Xxxxxxx
-------------------------------------
Name: Xxxxxx X. Xxxxxxx
Title: Managing Director
INDOSUEZ CAPITAL FUNDING IIA,
LIMITED
By: Indosuez Capital, as
Portfolio Advisor
by /s/ Xxxxxx Xxxxx
-------------------------------------
Name: Xxxxxx Xxxxx
Title: Vice President
INDOSUEZ CAPITAL FUNDING III,
LIMITED
By: Indosuez Capital, as
Portfolio Advisor
by /s/ Xxxxxx Xxxxx
-------------------------------------
Name: Xxxxxx Xxxxx
Title: Vice President
19
INDOSUEZ CAPITAL FUNDING IV,
L.P.,
By: RBC Leveraged Capital as
Portfolio Manager
by /s/ Xxxxxxx Xxxxxx
-------------------------------------
Name: Xxxxxxx Xxxxxx
Title: Director
INDOSUEZ CAPITAL FUNDING III,
LIMITED
By: Indosuez Capital, as
Portfolio Advisor
by /s/ Xxxxxx Xxxxx
-------------------------------------
Name: Xxxxxx Xxxxx
Title: Vice President
XXXXX XXXXX CDO II, LTD.
By: Xxxxx Xxxxx Managment as
Investment Advisor
by /s/ Xxxxx X. Page
-------------------------------------
Name: Xxxxx X. Page
Title: Vice President
XXXXX XXXXX CDO III, LTD.
By: Xxxxx Xxxxx Managment as
Investment Advisor
by /s/ Xxxxx X. Page
-------------------------------------
Name: Xxxxx X. Page
Title: Vice President
20
XXXXX XXXXX CDO IV, LTD.
By: Xxxxx Xxxxx Managment as
Investment Advisor
by /s/ Xxxxx X. Page
-------------------------------------
Name: Xxxxx X. Page
Title: Vice President
XXXXX XXXXX SENIOR INCOME
TRUST
By: Xxxxx Xxxxx Managment as
Investment Advisor
by /s/ Xxxxx X. Page
-------------------------------------
Name: Xxxxx X. Page
Title: Vice President
OXFORD STRATEGIC INCOME FUND
By: Xxxxx Xxxxx Managment as
Investment Advisor
by /s/ Xxxxx X. Page
-------------------------------------
Name: Xxxxx X. Page
Title: Vice President
SENIOR DEBT PORTFOLIO
by /s/ Xxxxx X. Page
-------------------------------------
Name: Xxxxx X. Page
Title: Vice President
FRANKLIN CLO I, LIMITED
by /s/ Xxxxxxxx Xxxxxx
-------------------------------------
Name: Xxxxxxxx Xxxxxx
Title: Vice President
21
FRANKLIN FLOATING RATE TRUST
by /s/ Xxxxxxxx Xxxxxx
-------------------------------------
Name: Xxxxxxxx Xxxxxx
Title: Vice President
AERIES FINANCE-II LTD.
By: INVESCO Senior Secured
Management, Inc.
As Sub-Managing Agent
by /s/ Xxxxxx Xxxxxxx
-------------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
AIM FLOATING RATE FUND
By: INVESCO Senior Secured
Management, Inc.
As Attorney in fact
by /s/ Xxxxxx Xxxxxxx
-------------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
AMARA-1 FINANCE, LTD. LTD.
By: INVESCO Senior Secured
Management, Inc.
As Sub-Advisor
by /s/ Xxxxxx Xxxxxxx
-------------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
22
AMARA 2 FINANCE, LTD.
By: INVESCO Senior Secured
Management, Inc.
As Sub-Advisor
by /s/ Xxxxxx Xxxxxxx
-------------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
AVALON CAPITAL LTD.
By: INVESCO Senior Secured
Management, Inc.
As Portfolio Advisor
by /s/ Xxxxxx Xxxxxxx
-------------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
AVALON CAPITAL LTD. 2
By: INVESCO Senior Secured
Management, Inc.
As Portfolio Advisor
by /s/ Xxxxxx Xxxxxxx
-------------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
CERES II FINANCE LTD.
By: INVESCO Senior Secured
Management, Inc.
As Sub-Managing Agent
(Financial)
by /s/ Xxxxxx Xxxxxxx
-------------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
23
CHARTER VIEW PORTFOLIO
By: INVESCO Senior Secured
Management, Inc.
As Investment Advisor
by /s/ Xxxxxx Xxxxxxx
-------------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
OASIS COLLATERALIZED HIGH
INCOME PORTFOLIOS-1, LTD.
By: INVESCO Senior Secured
Management, Inc.
As Sub-Advisor
by /s/ Xxxxxx Xxxxxxx
-------------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
MAPLEWOOD (CAYMAN) LIMITED
By: Xxxxx X. Xxxxxx & Company
Inc. under delegated authority
from Massachusetts Mutual Life
Insurance Company as
Investment Manager
by /s/ Xxxxxx Xx
-------------------------------------
Name: Xxxxxx Xx
Title: Managing Director
24
MASSMUTUAL HIGH YIELD PARTNERS
II LLC
By: HYP Management Inc. as
Managing Member
by /s/ Xxxxxx Xx
-------------------------------------
Name: Xxxxxx Xx
Title: Managing Director
MASSACHUSETTS MUTUAL LIFE
INSURANCE COMPANY
By: Xxxxx X. Xxxxxx & Company
Inc. as Investment Advisor
by /s/ Xxxxxx Xx
-------------------------------------
Name: Xxxxxx Xx
Title: Managing Director
SAAR HOLDINGS CDO, LIMITED
By: Xxxxx X. Xxxxxx & Company
Inc. under delegated authority
from Massachusetts Mutual Life
Insurance Company as
Collateral Manager
by /s/ Xxxxxx Xx
-------------------------------------
Name: Xxxxxx Xx
Title: Managing Director
SAAR HOLDINGS CDO, LIMITED
By: Xxxxx X. Xxxxxx & Company
Inc. under delegated authority
from Massachusetts Mutual Life
Insurance Company as
Collateral Manager
by /s/ Xxxxxx Xx
-------------------------------------
Name: Xxxxxx Xx
Title: Managing Director
25
SIMSBURY CLO, LIMITED
By: Xxxxx X. Xxxxxx & Company
Inc. under delegated authority
from Massachusetts Mutual Life
Insurance Company as
Collateral Manager
by /s/ Xxxxxx Xx
-------------------------------------
Name: Xxxxxx Xx
Title: Managing Director
XXXXXX CDO, LIMITED
By: Xxxxx X. Xxxxxx & Company
Inc. under delegated authority
from Massachusetts Mutual Life
Insurance Company as
Collateral Manager
by /s/ Xxxxxx Xx
-------------------------------------
Name: Xxxxxx Xx
Title: Managing Director
SUFFIELD CLO, LIMITED
By: Xxxxx X. Xxxxxx & Company
Inc. as Collateral Manager
by /s/ Xxxxxx Xx
-------------------------------------
Name: Xxxxxx Xx
Title: Managing Director
METROPOLITAN LIFE INSURANCE
COMPANY
by /s/ Xxxxx X. Xxxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Director
26
SRF 2000 LLC
by /s/ Xxxxx X. Xxxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Assistant Vice President
SRF TRADING, INC.
by /s/ Xxxxx X. Xxxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Assistant Vice President
OCTAGON INVESTMENT PARTNERS
II, LLC
By: Octagon Credit Investors,
LLC as sub-investment manager
by /s/ Xxxxxxx X. Xxxxxxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxxxxxx
Title: Portfolio Manager
OCTAGON INVESTMENT PARTNERS
III, LLC
By: Octagon Credit Investors,
LLC as Portfolio Manager
by /s/ Xxxxxxx X. Xxxxxxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxxxxxx
Title: Portfolio Manager
27
OCTAGON INVESTMENT PARTNERS
IV, LLC
By: Octagon Credit Investors,
LLC as Collateral Manager
by /s/ Xxxxxxx X. Xxxxxxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxxxxxx
Title: Portfolio Manager
NORTH AMERICAN SENIOR FLOATING
RATE FUND INC.
By: Xxxxxxxxx Capital Partners
LLC as Subadvisor
by /s/ Xxxxxxx X. Xxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Partner
XXXXXXXXX ARBITRAGE CDO, LTD.
By: Xxxxxxxxx Capital Partners
LLC as its Collateral Manager
by /s/ Xxxxxxx X. Xxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Partner
XXXXXXXXX CLO LTD.
By: Xxxxxxxxx Capital Partners
LLC as its Collateral Manager
by /s/ Xxxxxxx X. Xxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Partner
28
XXXXXXXXX/RMF TRANSATLANTIC
CDO LTD.
By: Xxxxxxxxx Capital Partners
LLC as its Collateral Manager
by /s/ Xxxxxxx X. Xxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Partner
WINDSOR LOAN FUNDING, LIMITED
By: Xxxxxxxxx Capital Partners
LLC as its Investment Manager
by /s/ Xxxxxxx X. Xxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Partner
CAPTIVA FINANCE LTD.
by /s/ Xxxxx Xxxx
-------------------------------------
Name: Xxxxx Xxxx
Title: Director
ELT LTD.
by /s/ Xxxxx X. Xxxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Authorized Agent
WESTPAC BANKING CORPORATION -
OSPREY INVESTMENTS
by /s/ Xxxxx Xxxxxxxxxx
-------------------------------------
Name: Xxxxx Xxxxxxxxxx
Title: Vice President
29
THERMOPYLAE FUNDING CORP.
by /s/ Xxxxx Xxxxxxx
-------------------------------------
Name: Xxxxx Xxxxxxx
Title: Vice President
XXXXXX XXXXXXX PRIME INCOME
TRUST
by /s/ Xxxxx Xxxxxxx
-------------------------------------
Name: Xxxxx Xxxxxxx
Title: Vice President
OAK HILL SECURITIES FUND, L.P.
By: Oak Hill Securities
GenPar, L.P. its General
Partner
By: Oak Hill Securities MGP,
Inc., its General Partner
by /s/ Xxxxx X. Xxxxx
-------------------------------------
Name: Xxxxx X. Xxxxx
Title: Vice President
OAK HILL SECURITIES FUND II,
L.P.
By: Oak Hill Securities GenPar
II, L.P. its General Partner
By: Oak Hill Securities MGP
II, Inc., its General Partner
by /s/ Xxxxx X. Xxxxx
-------------------------------------
Name: Xxxxx X. Xxxxx
Title: Vice President
30
Institutional Debt Management
as Collateral Manager for:
ELC (CAYMAN) LTD.
ELC (CAYMAN) LTD. 1999-II
ELC (CAYMAN) LTD. 1999-III
APEX (IDM) CDO I, LTD.
XXXXX CLO LTD. 2000-I
by /s/ Xxxxx Xxxxx
-------------------------------------
Name: Xxxxx Xxxxx
Title: Director
COLUMBUS LOAN FUNDING LTD.
by /s/ Xxxxxxx X. XxXxxxxx
-------------------------------------
Name: Xxxxxxx X. XxXxxxxx
Title: Assistant Investment Officer
TRAVELERS CORPORATE LOAN FUND,
INC.
By: Travelers Asset Management
International Company, LLC
by /s/ Xxxxxxx X. XxXxxxxx
-------------------------------------
Name: Xxxxxxx X. XxXxxxxx
Title: Assistant Investment Officer
TRAVELERS INSURANCE COMPANY
by /s/ Xxxxxxx X. XxXxxxxx
-------------------------------------
Name: Xxxxxxx X. XxXxxxxx
Title: Assistant Investment Officer
31
CSAM FUNDING I
by /s/ Xxxxx X. Xxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Authorized Signatory
DLJ CBO
by /s/ Xxxxx X. Xxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Authorized Signatory
TEXTRON FINANCIAL CORPORATION
by /s/ Xxxxxxx X. Xxxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxxx
Title: Director
NATEXIS BANQUES POPULAIRES
by /s/ Xxxxxxxxx Xxxxxxxx
-------------------------------------
Name: Xxxxxxxxx Xxxxxxxx
Title: Vice President
by /s/ Xxxxxx X. Xxxxxx
-------------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Associate
32
IKB CAPITAL CORPORATION
by /s/ Xxxxx Xxxxxx
-------------------------------------
Name: Xxxxx Xxxxxx
Title: President
XXXXXX HIGH YIELD CDO-I
by Prudential Investment
Mangement Inc., as attorney in
fact
by /s/ B. Xxxx Xxxxx
-------------------------------------
Name: B. Xxxx Xxxxx
Title: Vice President
THE PRUDENTIAL INSURANCE
COMPANY OF AMERICA
by /s/ B. Xxxx Xxxxx
-------------------------------------
Name: B. Xxxx Xxxxx
Title: Vice President
CIBC INC.
by /s/ Xxxxxxx X. Xxxxx, Xx.
-------------------------------------
Name: Xxxxxxx X. Xxxxx, Xx.
Title: Managing Director
33
MOUNTAIN CAPITAL CLO I LTD.
by /s/ Xxx Xxxxx
-------------------------------------
Name: Xxx Xxxxx
Title: Director
MOUNTAIN CAPITAL CLO II LTD.
by /s/ Xxx Xxxxx
-------------------------------------
Name: Xxx Xxxxx
Title: Director
HARBOURVIEW CDO II, LTD FUND
by /s/ Xxxx Xxxxxxx
-------------------------------------
Name: Xxxx Xxxxxxx
Title: Manager
KZH SHOSHONE LLC
by /s/ Xxxxx Xxx
-------------------------------------
Name: Xxxxx Xxx
Title: Authorized Agent
XXXXXXXXXXX SENIOR FLOATING
RATE FUND
by /s/ Xxxx Xxxxxxx
-------------------------------------
Name: Xxxx Xxxxxxx
Title: Manager
34
XXXXXX FINANCIAL, INC.
by /s/ Xxxxx Xxxxxx
-------------------------------------
Name: Xxxxx Xxxxxx
Title: Vice President
KATONAH I, LTD.
by /s/ Xxxxx Xxxxx Xxxxx
-------------------------------------
Name: Xxxxx Xxxxx Xxxxx
Title: Authorized Officer
KATONAH II, LTD.
by /s/ Xxxxx Xxxxx Xxxxx
-------------------------------------
Name: Xxxxx Xxxxx Xxxxx
Title: Authorized Officer
STANDARD FEDERAL BANK
by /s/ Xxxxxxx X. Xxxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxxx
Title: Authorized Officer
35
ALLSTATE LIFE INSURANCE
COMPANY
by /s/ Xxxxx X. Xxxxxxx
-------------------------------------
Name: Xxxxx X. Zinkola
Title: Authorized Signatory
by /s/ Xxxxxxx X. Xxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Authorized Signatory
AIMCO CLO SERIES 2001-A
by /s/ Xxxxx X. Zinkola
-------------------------------------
Name: Xxxxx X. Zinkola
Title: Authorized Signatory
by /s/ Xxxxxxxx X. Xxxxxx
-------------------------------------
Name: Xxxxxxxx X. Xxxxxx
Title: Authorized Signatory
PILGRIM CLO 1999-1 LTD.
By: ING Pilgrim Investments
LLC as its investment manager
by /s/ Xxxx X. Xxxx, CFA
-------------------------------------
Name: Xxxx X. Xxxx, CFA
Title: Vice President
36
PILGRIM PRIME RATE TRUST
By: ING Pilgrim Investments
LLC as its investment manager
by /s/ Xxxx X. Xxxx, CFA
-------------------------------------
Name: Xxxx X. Xxxx, CFA
Title: Vice President
PILGRIM SENIOR INCOME FUND
By: ING Pilgrim Investments
LLC as its investment manager
by /s/ Xxxx X. Xxxx, CFA
-------------------------------------
Name: Xxxx X. Xxxx, CFA
Title: Vice President
SEQUILS XXXXXXX-1 LTD.
By: ING Pilgrim Investments
LLC as its investment manager
by /s/ Xxxx X. Xxxx, CFA
-------------------------------------
Name: Xxxx X. Xxxx, CFA
Title: Vice President
37
PROMETHEUS INVESTMENT FUNDING
NO. 1 LTD
By: CPF Asset Advisory, LLC,
as Investment Manager
by /s/ Isv Roa
-------------------------------------
Name: Isv Roa
Title: Associate Director
by /s/ Xxxxx X. Soo
-------------------------------------
Name: Xxxxx X. Soo
Title: Associate Director
KZH CNC LLC
by /s/ Xxxxx Xxx
-------------------------------------
Name: Xxxxx Xxx
Title: Authorized Agent
WINGED FOOT FUNDING TRUST
by /s/ Xxxxx X. Xxxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Authorized Agent
ANTARES CAPITAL CORPORATION
by /s/ Xxxxx Xxxxxx
-------------------------------------
Name: Xxxxx Xxxxxx
Title: Director
38
XX Xxxxxx Xxxxx, as Trustee of the ANTARES
FUNDING TRUST created under trust agreement
dated as of November 30, 1999
by /s/ Xxxxxxx Xxxxxxxxx
-------------------------------------
Name: Xxxxxxx Xxxxxxxxx
Title: AVP
NOVA CDO 2001, LTD.
by /s/ Xxxxx X. Xxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxx
Title: CFO
FLAGSHIP CLO 2001-I
by /s/ Xxxx X. Xxxxxxxxx
-------------------------------------
Name: Xxxx X. Xxxxxxxxx
Title: Director
GRAYSTON CLO 2001-01 LTD.
By: Bear Xxxxxxx Asset
Management Inc. as its
Collateral Manager
by /s/ Neill X. Xxxxxxxxx
-------------------------------------
Name: Neill X. Xxxxxxxxx
Title: Associate Director
39
THE ING CAPITAL SENIOR SECURED
IHGH INCOME HOLDINGS FUND,
LTD.
By: ING Capital Advisors LLC,
as Investment Manager
by /s/ Xxxx X. Xxxxxx
-------------------------------------
Name: Xxxx X. Xxxxxx CFA
Title: Vice President
KZH ING-1 LLC
by /s/ Xxxxx Xxx
-------------------------------------
Name: Xxxxx Xxx
Title: Authorized Agent
KZH ING-2 LLC
by /s/ Xxxxx Xxx
-------------------------------------
Name: Xxxxx Xxx
Title: Authorized Agent
KZH ING-3 LLC
by /s/ Xxxxx Xxx
-------------------------------------
Name: Xxxxx Xxx
Title: Authorized Agent
40
XXX XXXXXX PRIME RATE INCOME
TRUST
By: Xxx Xxxxxx Investment
Advisory Corp.
by /s/ Xxxxx X. Xxxxxxx
--------------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Manager Operations & Compliance
ORIX FINANCIAL SERVICES, INC.
by /s/ R. Xxxxx Xxxxxxxxx
-------------------------------------
Name: R. Xxxxx Xxxxxxxxx
Title: Vice President
GALAXY CLO 1999-1, LTD.
By: SAI Investment Advisor,
Inc., its Collateral Manager
by /s/ Xxxxxx X. Xxxxxx
-------------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Authorized Agent
KZH SOLEIL - 2 LLC
by /s/ Xxxxx Xxx
-------------------------------------
Name: Xxxxx Xxx
Title: Authorized Agent
41
CIGNA COLLATERALIZED HOLDINGS
1999-1 CDO, LIMITED
by /s/ Xxxx X. Xxxxxx
-------------------------------------
Name: Xxxx X. Xxxxxx
Title: Vice President
THE SUMITOMO TRUST & BANKING
CO., LTD. NEW YORK BRANCH
by /s/ Xxxxxxxxx X. Xxxxx
-------------------------------------
Name: Xxxxxxxxx X. Xxxxx
Title: Vice President
TORONTO DOMINION (NEW YORK),
INC.
by /s/ Xxxx Xxxxxxxx
-------------------------------------
Name: Xxxx Xxxxxxxx
Title: Vice President
Denali Capital LLC, managing member of DC
Funding Partners LLC, portfolio manager for
DENALI CAPITAL CLO I, LTD.
by /s/ Xxxx X. Xxxxxxx
-------------------------------------
Name: Xxxx X. Xxxxxxx
Title: Chief Credit Officer
42
STANWICH LOAN FUNDING LLC
by /s/ Xxxxx X. Xxxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Asst. Vice President
SKM-LIBERTYVIEW CBO I LIMITED
by /s/ Xxxx Xxxx
-------------------------------------
Name: Xxxx Xxxx
Title: Managing Director
CLYDESDALE CLO 2001-I, LTD.
By: Nomura Corporate Research
and Asset Management Inc. as
Collateral Manager
by /s/ Xxxx Xxxxxxx
-------------------------------------
Name: Xxxx Xxxxxxx
Title: Director
SCHEDULE 1
----------
Accura Tool & Mold, Inc.
Arrow Specialty Company
Beaumont Bolt & Gasket, Inc.
Compac Corporation
Consumer Products, Inc.
Cuyam Corporation
Di-Rite Company
Draw-Tite, Inc.
DuPage Die Casting Corporation
ER Acquisition Corp.
Eskay Screw Corporation
Xxxxxx Performance Products, Inc.
Global Metal Technologies, Inc.
GMTI Holding Company
Hitch'N Post, Inc.
Industrial Bolt & Gasket, Inc.
K-Tech Mfg., Inc.
Keo Cutters, Inc.
K.S. Disposition, Inc.
Lake Erie Screw Corporation
Xxxxxx Metal Gasket Co.
Xxxxxx Precision Die Casting, Inc.
Louisiana Hose & Rubber Co.
MASG Disposition,Inc.
MASX Energy Services Group, Inc.
Metaldyne Europe, Inc.
Metaldyne European Holdings Inc.
Metaldyne Machining and Assembly Company, Inc.
Metaldyne Precision Forming - Fort Xxxxx, Inc.
Metaldyne Services, Inc.
Metaldyne Sintered Components, Inc.
Metaldyne Sintered Components of Indiana, Inc.
Metaldyne Tubular Products, Inc.
Metaldyne U.S. Holding Co.
Monogram Aerospace Fasteners, Inc.
Netcong Investments, Inc.
NI Foreign Military Sales Corp.
NI West, Inc.
Xxxxxx Cylinder Company
Xxxxxx Environmental Services, Inc.
Xxxxxx Industries, Inc.
Plastic Form, Inc.
Precision Headed Products, Inc.
Punchcraft Company
Xxxxx Products, Inc.
Xxxxx Spline Products, Inc.
Xxxxxxxx Micro-Tool, Inc.
Xxxxx Corporation
Xxxxx Leasing Co., Incorporated
2
Xxxxx of Indiana, Inc.
Xxxxx of Mexico, Inc.
Xxxxx International, Inc.
TriMas Corporation
TriMas Fasteners, Inc.
TriMas Services Corp.
X.X. XxXxxxx Co.
Wesbar Corporation
Windfall Products, Inc.
Windfall Specialty Powders, Inc.
WIPCO, Inc.