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EXH 4
FIRST AMENDMENT
AND
CONSENT
TO
CREDIT AGREEMENT
THIS FIRST AMENDMENT AND CONSENT ("AMENDMENT") is made as of
April 18, 2001 by and among Sybron Dental Management, Inc., a Delaware
corporation ("SDM"), Xxxx Corporation, a Delaware corporation ("XXXX"), Ormco
Corporation, a Delaware corporation ("ORMCO"; SDM, Xxxx and Ormco sometimes
referred to collectively as the "BORROWERS"), Sybron Dental Specialties, Inc., a
Delaware corporation (the "PARENT"), the financial institutions listed on the
signature pages hereof (the "LENDERS ") and ABN AMRO Bank N.V., as contractual
representative (the "ADMINISTRATIVE AGENT"), under that certain Credit Agreement
dated as of November 28, 2000 by and among the Borrowers, one or more Subsidiary
Swing Line Borrowers from time to time parties thereto, the Lenders, the
Administrative Agent, The Chase Manhattan Bank, as "Syndication Agent" and First
Union National Bank, as "Documentation Agent" (the "CREDIT AGREEMENT"). Defined
terms used herein and not otherwise defined herein shall have the respective
meanings given to them in the Credit Agreement.
WHEREAS, the Borrowers and the Parent have informed the
Lenders that the Parent is considering acquiring, either directly or indirectly,
100% of the issued and outstanding Capital Stock of Xxxx Neos Holding AG, a
company organized under the laws of Switzerland (hereinafter the "XXXX NEOS ")
on the terms and conditions outlined in the information package dated April 2001
(the "ACQUISITION INFORMATION") distributed to the Administrative Agent and such
other related information as has been provided to the Lenders, whereupon Xxxx
Neos would become a direct or indirect wholly-owned subsidiary of the Parent
(the "PROPOSED XXXX NEOS ACQUISITION");
WHEREAS, the Proposed Xxxx Neos Acquisition does not
constitute a "Permitted Acquisition" under the terms of the Credit Agreement;
WHEREAS, the Borrowers and the Parent have requested that the
Lenders consent to the Proposed Xxxx Neos Acquisition and otherwise treat the
Proposed Xxxx Neos Acquisition as a Permitted Acquisition under the Credit
Agreement; and
WHEREAS, the Lenders and the Administrative Agent have agreed
to amend the Credit Agreement and consent to the Proposed Xxxx Neos Acquisition
on the terms and conditions set forth herein;
NOW, THEREFORE, in consideration of the premises set forth
above, the terms and conditions contained herein, and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
Borrowers, the Parent, the Lenders and the Administrative Agent have agreed to
the following amendment to and consent under the Credit Agreement.
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1. AMENDMENTS. Effective as of the date hereof and subject to the
satisfaction of the conditions precedent set forth in Section 3 below, the
Credit Agreement is hereby amended as follows:
(a) Section 2.5(B)(i)(c) of the Credit Agreement is hereby
deleted in its entirety and the following new Section 2.5(B)(i)(c) is
substituted therefor:
(c) Equity Financings. Upon the consummation of any
Financing by the Parent, any Borrower or any
Subsidiary constituting a sale or issuance of any
Disqualified Stock or Equity Interests thereby (other
than in connection with stock issued within
forty-five (45) days prior to or within forty-five
(45) days following the consummation of a Permitted
Acquisition, to the extent that the Parent or the
applicable Borrower or Subsidiary intends to fund
such proposed Permitted Acquisition with the Net Cash
Proceeds of such stock and so indicates to the
Administrative Agent in writing prior to its issuance
or prior to the consummation of the Permitted
Acquisition, whichever is earlier, and, in any case,
solely to the extent the Net Cash Proceeds thereof
are in fact utilized to fund such Permitted
Acquisition), within three (3) Business Days after
the Parent `s the Borrowers' or any of their
respective Subsidiaries' receipt of any Net Cash
Proceeds from such Financing (or within forty-five
(45) days following the issuance of any stock
described in the preceding parenthetical that has
been issued prior to the consummation of a proposed
Permitted Acquisition if the related Permitted
Acquisition has not occurred as of such forty-fifth
(45th) day), the Borrowers shall make a mandatory
prepayment of the Obligations in an amount equal to
fifty percent (50%) of such Net Cash Proceeds (it
being understood that if stock described in the
second preceding parenthetical has been issued within
forty-five (45) days following the consummation of a
Permitted Acquisition, the Parent or the applicable
Borrower or Subsidiary shall be required to fund the
related Permitted Acquisition, or make a mandatory
prepayment of the Obligations as otherwise required
by this clause (c), within three (3) Business Days
after the Parent `s the Borrowers' or any of their
respective Subsidiaries' receipt of any Net Cash
Proceeds from such Financing).
(b) Section 7.3(E)(x) of the Credit Agreement is hereby
deleted in its entirety and the following new Section 7.3(E)(x) is substituted
therefor:
(x,) with respect to the Parent, (a) the Parent Guaranty, (b,)
other guarantees constituting Parent Indebtedness and (c) the
guaranty by the Parent of Indebtedness of SDM in respect of an
overdraft credit facility in an amount not to exceed
$5,000,000 in the aggregate at any one time outstanding,
provided that such guarantee and the underlying Indebtedness
of SDM shall be subordinated to the Obligations on terms
reasonably acceptable to the Administrative Agent;
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(c) Section 7.3(G)(iv) of the Credit Agreement is hereby
amended to delete each reference to the words "per year" in clause (b) thereof
and to substitute therefor, in each case, the words "per calendar year".
(d) Section 7.3(P) of the Credit Agreement is hereby deleted
in its entirety and the following new Section 7.3(P) is substituted therefor:
(P) Hedging Obligations. The Parent shall not and
shall not permit any of its Subsidiaries to enter into any interest
rate, commodity or foreign currency exchange, swap, collar, cap or
similar agreements evidencing Hedging Obligations, other than interest
rate, foreign currency or commodity exchange, swap, collar, cap or
similar agreements entered into by the Parent or any of its
Subsidiaries pursuant to which the Parent or such Subsidiary has hedged
its actual or anticipated interest rate, foreign currency or commodity
exposure. Such permitted hedging agreements entered into by the Parent
or any of its Subsidiaries and any Lender or any affiliate of any
Lender including, without limitation, to hedge floating interest rate
risk in an aggregate notional amount not to exceed at any time an
amount equal to the outstanding balance of the Term Loans at such time
are sometimes referred to herein as "HEDGING AGREEMENTS." In the event
a Lender or any of its Affiliates elects to enter into any Hedging
Agreement with the Parent or any of the Parent's Subsidiaries, the
obligations of the Parent or such Subsidiary with respect to such
Hedging Agreement shall be Secured Obligations, secured by the
collateral pledged pursuant to the Collateral Documents.
2. CONSENT TO PROPOSED XXXX NEOS ACQUISITION Notwithstanding the
provisions of Section 7.3(G)(iv)(a) and (b) of the Credit Agreement to the
contrary, effective as of the date hereof and subject to the satisfaction of the
conditions precedent set forth in Section 3 below, the Lenders hereby (i)
consent to the consummation of the Proposed Xxxx Neos Acquisition during the
calendar year ending December 31, 2001, on substantially the terms as more
particularly described in the Acquisition Information and (ii) agree to
otherwise treat the Xxxx Neos Acquisition as a Permitted Acquisition for all
other purposes under the Credit Agreement (as amended hereby); provided that:
(a) (i) the purchase price limitation applicable to individual
Acquisitions under Section 7.3(G)(iv)(a) shall not apply to the Proposed Xxxx
Neos Acquisition, and (ii) the purchase price limitation applicable to all
Acquisitions occurring during a calendar year under Section 7.3(G)(iv)(b) of the
Credit Agreement shall not apply to prohibit the Proposed Xxxx Neos Acquisition,
provided, however, that:
(x) if the Proposed Xxxx Neos Acquisition is consummated
substantially as contemplated in the Acquisition Information,
then neither the Parent nor any of its Subsidiaries shall make
any other Acquisitions (whether or not such Acquisitions would
comply with any provisions of Section 7.3(G)) for the
remainder of the calendar year ending December 31, 2001 other
than the proposed acquisition by Metrex of the assets of OBF
Technologies, Inc. (the "PROPOSED OBF ACQUISITION") on the
terms and conditions outlined in the information package dated
March 13, 2001 distributed to the Agent for a purchase price
not to exceed $8,000,000 (including the incurrence or
assumption of any Indebtedness in
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connection therewith and transaction-related contractual
payments, including the maximum amounts payable under earn-out
or similar contingent purchase price adjustments or
agreements), provided that such Proposed OBF Acquisition
constitutes a Permitted Acquisition in all respects other than
its compliance with Section 7.3(G)(iv)(b); and
(y) if the Proposed Xxxx Neos Acquisition is not consummated as
contemplated in the Acquisition Information, then Section
7.3(G)(iv)(b) (and all other provisions of Section 7.3(G)
shall continue to apply to all other Acquisitions proposed by
the Parent or any of its Subsidiaries for the remainder of
such calendar year, including, without limitation, to the
Proposed OBF Acquisition.
(b) nothing herein shall relieve the Borrower from the
requirement, in connection with the consummation of the Proposed Xxxx Neos
Acquisition, to comply with that portion of Section 7.3(G)(iv) that requires the
Parent and its Subsidiaries to comply with all of the requirements of the
Collateral Documents in respect of the Proposed Xxxx Neos Acquisition to the
full extent applicable;
(c) nothing herein shall relieve the Borrower from the
requirement, in connection with the consummation of the Proposed Xxxx Neos
Acquisition, to comply with all of the provisions regarding Collateral set forth
in the Credit Agreement and the other Loan Documents including, without
limitation, the terms of Sections 7.2 (K) and (L) and Section 7.3(Q), in each
case, to the full extent applicable;
(d) upon the consummation of the Proposed Xxxx Neos
Acquisition, all of the representations and warranties contained in the Credit
Agreement shall be true and correct (unless such representation and warranty is
made as of a specific date, in which case, such representation or warranty shall
be true and correct as of such date);
(e) no Default or Unmatured Default shall have occurred and be
continuing as of the date of the Proposed Xxxx Neos Acquisition or would result
therefrom or from the incurrence of any Indebtedness in connection therewith;
(f) the Proposed Xxxx Neos Acquisition shall be of at least
ninety percent (90%) of the Equity Interests of such entity, and such acquired
entity shall be (x) merged with and into the Parent or any wholly-owned
Subsidiary within ten (10) Business Days following such Proposed Xxxx Neos
Acquisition, with the Parent or such wholly-owned Subsidiary being the surviving
corporation following such merger or (y) the results of operations of such
entity shall be reported on a consolidated basis with the Parent and its
consolidated Subsidiaries;
(g) the purchase shall be consummated pursuant to a negotiated
acquisition agreement on a non-hostile basis and approved by the Xxxx Neos'
board of directors (and shareholders, if necessary) prior to the consummation of
the Proposed Xxxx Neos Acquisition; and (x) the acquisition documents in respect
of the Proposed Xxxx Neos Acquisition (1) shall have been delivered to the
Administrative Agent in substantially final form, reasonably in advance of the
consummation of the Proposed Xxxx Neos Acquisition to provide the Administrative
Agent sufficient time to review such documents and (2) shall be reasonably
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satisfactory to the Administrative Agent (including, without limitation, in
respect of representations, indemnities and opinions) and (y) the results of due
diligence in respect of such purchase shall be reasonably satisfactory to the
Administrative Agent;
(h) the businesses of Xxxx Neos and its Subsidiaries are
substantially similar, related or incidental to the businesses or activities
engaged in by the Parent and its Subsidiaries on the Effective Date of the
Credit Agreement;
(i) the Lenders' consent to the Proposed Xxxx Neos Acquisition
shall only be effective if after giving effect to such Acquisition and the
incurrence of any Indebtedness permitted by Section 7.3(A) of the Credit
Agreement in connection therewith, on a pro forma basis using historical audited
and reviewed unaudited financial statements obtained from the seller (broken
down by fiscal quarter in the Parent's reasonable judgment the amounts from
which shall be unadjusted unless adjustments thereto have been approved in
writing by the Administrative Agent) in respect of the Proposed Xxxx Neos
Acquisition as if the Proposed Xxxx Neos Acquisition and such incurrence of
Indebtedness had occurred on the first day of the twelve-month period ending on
the last day of the Parent's most recently completed fiscal quarter, the Parent
would have been in compliance with the financial covenants in Section 7.4 and
not otherwise in Default.
3. CONDITION OF EFFECTIVENESS. The effectiveness of this Amendment is
subject to the condition precedent that the Agent shall have received:
(a) counterparts of this Amendment duly executed by the
Borrowers, the Parent, the Required Lenders and the Administrative Agent; and
(b) counterparts of the Reaffirmation attached hereto duly
executed by Metrex Research Corporation, Pinnacle Products, Inc. and LRS
Acquisition Corp.
4. REPRESENTATIONS AND WARRANTIES OF THE PARENT AND THE BORROWERS. The
Parent and each Borrower hereby represents and warrants as follows:
(a) This Amendment and the Credit Agreement as modified hereby
constitute legal, valid and binding obligations of the Parent or such Borrower
and are enforceable against the Parent or such Borrower in accordance with their
terms.
(b) As of the date hereof and giving effect to the terms of
this Amendment, (i) there exists no Default or Unmatured Default and (ii) the
representations and warranties contained in Article VI of the Credit Agreement,
as modified hereby, are true and correct, except for changes reflecting events,
conditions or transactions permitted or not prohibited by the Credit Agreement.
5. REFERENCE TO AND EFFECT ON THE CREDIT AGREEMENT AND LOAN DOCUMENTS.
(a) Upon the effectiveness of Section 1 hereof, each reference
to the Credit Agreement in the Credit Agreement or any other Loan Document shall
mean and be a reference to the Credit Agreement as modified hereby.
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(b) The Parent and each Borrower reaffirms the terms and
conditions of the Credit Agreement and the Loan Documents executed by it,
including, without limitation, the Security Agreement, the Pledge Agreements,
the Collection Account Agreements, the Intellectual Property Security
Agreements, the Real Property Documents and the Subsidiary Guaranty, as
applicable, and acknowledges and agrees that except as specifically modified
above, the Credit Agreement and all other documents, instruments and agreements
executed and/or delivered in connection therewith shall remain in full force and
effect and are hereby ratified and confirmed.
(c) The execution, delivery and effectiveness of this
Amendment shall not, except as expressly provided herein, operate as a waiver of
any right, power or remedy of the Agent or the Lenders, nor constitute a waiver
of or consent to any provision of the Credit Agreement or any other documents,
instruments and agreements executed and/or delivered in connection therewith.
6. GOVERNING LAW. THE ADMINISTRATIVE AGENT ACCEPTS THIS AMENDMENT, ON
BEHALF OF ITSELF, THE ARRANGER AND THE LENDERS, AT CHICAGO, ILLINOIS BY
ACKNOWLEDGING AND AGREEING TO IT THERE. ANY DISPUTE BETWEEN THE BORROWER AND THE
ADMINISTRATIVE AGENT, THE ARRANGER, ANY LENDER, OR ANY OTHER HOLDER OF SECURED
OBLIGATIONS ARISING OUT OF, CONNECTED WITH, RELATED TO, OR INCIDENTAL TO THE
RELATIONSHIP ESTABLISHED BETWEEN THEM IN CONNECTION WITH, THIS AMENDMENT OR THE
CREDIT AGREEMENT OR ANY OF THE OTHER LOAN DOCUMENTS, AND WHETHER ARISING IN
CONTRACT, TORT, EQUITY, OR OTHERWISE, SHALL BE RESOLVED IN ACCORDANCE WITH THE
INTERNAL LAWS (INCLUDING, WITHOUT LIMITATION, 735 ILCS SECTION 105/5-1 ET SEQ.,
BUT OTHERWISE WITHOUT REGARD TO THE CONFLICT OF LAWS PROVISIONS) OF THE STATE OF
ILLINOIS.
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 purpose.
8. COUNTERPARTS. This Amendment may be executed by one or more of the
parties hereto on any number of separate counterparts, and all of said
counterparts taken together shall be deemed to constitute one and the same
instrument.
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IN WITNESS WHEREOF, this Amendment has been duly executed as
of the day and year first above written.
SYBRON DENTAL MANAGEMENT, INC.,
as a Borrower
/s/ Xxxxxxx X. Xxxxxxx
------------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Authorized Representative
XXXX CORPORATION,
as a Borrower
/s/ Xxxxxxx X. Xxxxxxx
------------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Authorized Representative
ORMCO CORPORATION,
as a Borrower
/s/ Xxxxxxx X. Xxxxxxx
------------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Authorized Representative
SYBRON DENTAL SPECIALTIES, INC.
as the Parent
/s/ Xxxxxxx X. Xxxxxxx
------------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President, General Counsel and
Secretary
SIGNATURE PAGE TO SYBRON FIRST AMENDMENT AND CONSENT
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ABN AMRO BANK N.V., as Administrative
Agent and as a Lender
/s/ Xxxx X. Honda
------------------------------------------
Name: Xxxx X. Honda
Title: Group Vice President
/s/Xxxxxxx Xxxxx
------------------------------------------
Name: Xxxxxxx Xxxxx
Title: Vice President
THE CHASE MANHATTAN BANK, as
Syndication Agent and as a Lender
/s/ Xxxxx X. Xxxxxx
------------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
FIRST UNION NATIONAL BANK as
Documentation Agent and as a Lender
/s/ Xxxxx X. Law
------------------------------------------
Name: Xxxxx X. Law
Title: Director
THE BANK OF NOVA SCOTIA, as a Lender
/s/ X. Xxx Xxxxxxxx
------------------------------------------
Name: X. Xxx Xxxxxxxx
Title: Managing Director, Corporate
FLEET NATIONAL BANK, as a Lender
/s/ Xxxxxx X. Xxxxxxxx
------------------------------------------
Name: Xxxxxx X. Xxxxxxxx
Title: Vice President
SIGNATURE PAGE TO SYBRON FIRST AMENDMENT AND CONSENT
9
BANK OF AMERICA, N.A., as a Lender
/s/ Xxxxxx X. Xxxxx
------------------------------------------
Name: Xxxxxx X. Xxxxx
Title: Principal
NATIONAL CITY BANK, as a Lender
/s/ Xxx Xxxxxxx
------------------------------------------
Name: Xxx Xxxxxxx
Title: Vice President
THE MITSUBISHI TRUST AND BANKING
CORPORATION, as a Lender
/s/ Xxxxxxxxx Xxxxxxx
------------------------------------------
Name: Xxxxxxxxx Xxxxxxx
Title: Senior Vice President
THE BANK OF TOKYO-MITSUBISHI LTD.,
CHICAGO BRANCH, as a Lender
/s/ Xxxxxxx Xxxxxxxxx
------------------------------------------
Name: Xxxxxxx Xxxxxxxxx
Title: Deputy General Manager
THE INDUSTRIAL BANK OF JAPAN,
LIMITED, as a Lender
/s/ Xxxxxxx X. Xxxxxxxx
------------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Joint General Manager
SIGNATURE PAGE TO SYBRON FIRST AMENDMENT AND CONSENT
10
IKB CAPITAL CORPORATION, as a Lender
/s/ X. Xxxxxx
------------------------------------------
Name: X. Xxxxxx
Title: Senior Vice President
/s/ Xxxxxx Xxxxxx
------------------------------------------
Name: Xxxxxx Xxxxxx
Title: Vice President
UNICREDITO ITALIANO-NEW YORK BRANCH
as a Lender
/s/ Xxxxxxxxx Xxxxxxx
------------------------------------------
Name: Xxxxxxxxxx Xxxxxxx
Title: First Vice President
/s/ Xxxxxx X. Xxxxx
------------------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
XXXXXX FINANCIAL, INC., as a Lender
/s/ K. Xxxxx Xxxxxxxxx
------------------------------------------
Name: K. Xxxxx Xxxxxxxxx
Title: Senior Vice President
TORONTO DOMINION (NEW YORK), INC.,
as a Lender
/s/ Xxxx Xxxxxxxx
------------------------------------------
Name: Xxxx Xxxxxxxx
Title: Vice President
SIGNATURE PAGE TO SYBRON FIRST AMENDMENT AND CONSENT
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NATEXIS BANQUES POPULAIRES, as a Lender
/s/ Xxxx Xxxxx
------------------------------------------
Name: Xxxx Xxxxx
Title: Vice President
/s/ Xxxxxx Xxxx
------------------------------------------
Name: Xxxxxx Xxxx
Title: Associate
PPM SPYGLASS FUNDING TRUST, as a
Lender
/s/ Xxx X. Xxxxxx
------------------------------------------
Name: Xxx X. Xxxxxx
Title: Authorized Agent
OLYMPIC FUNDING TRUST, SERIES 1999-1,
as a Lender
/s/ Xxx X. Xxxxxx
------------------------------------------
Name: Xxx X. Xxxxxx
Title: Authorized Agent
WINGED FOOT FUNDING TRUST, as a Lender
/s/ Xxx X. Xxxxxx
------------------------------------------
Name: Xxx X. Xxxxxx
Title: Authorized Agent
MUIRFIELD TRADING LLC, as a Lender
/s/ Xxx X. Xxxxxx
------------------------------------------
Name: Xxx X. Xxxxxx
Title: Asst Vice President
SIGNATURE PAGE TO SYBRON FIRST AMENDMENT AND CONSENT
12
NEW YORK LIFE INSURANCE AND
ANNUITY CORPORATION, as a Lender
BY: NEW YORK LIFE INVESTMENT MANAGEMENT
LLC, ITS INVESTMENT MANAGER
/s/ Xxxxx Xxxxx
------------------------------------------
Name: Xxxxx Xxxxx
Title: 2nd Vice President
NEW YORK LIFE INSURANCE COMPANY,
as a Lender
/s/ Xxxxx Xxxxx
------------------------------------------
Name: Xxxxx Xxxxx
Title: Investment Vice President
KZH CNC LLC, as a Lender
/s/ Xxxxxxxx Xxxx
------------------------------------------
Name: Xxxxxxxx Xxxx
Title: Authorized Agent
FLAGSHIP CLO-2001-1, as a Lender
BY: FLAGSHIP CAPITAL MANAGEMENT, INC.
/s/ Xxxx X. Xxx
------------------------------------------
Name: Xxxx X. Xxx
Title: Director
GENERAL ELECTRIC CAPITAL CORPORATION,
as a Lender
/s/ Xxxxxxx Xxxx
------------------------------------------
Name: Xxxxxxx Xxxx
Title: Duly Authorized Signatory
SIGNATURE PAGE TO SYBRON FIRST AMENDMENT AND CONSENT
13
BANK OF MONTREAL, as a Lender
/s/ X. Xxxxx
------------------------------------------
Name: X. Xxxxx
Title: XX
XXXXXXXXX CLO LTD., as a Lender
BY: XXXXXXXXX CAPITAL PARTNERS LLC,
AS ITS COLLATERAL MANAGER
/s/ Xxxxxxxxxxx X. Xxxxx
------------------------------------------
Name: Xxxxxxxxxxx X. Xxxxx
Title: Partner
XXXXXXXXX/RMF TRANSATLANTIC CDO LTD.,
as a Lender
BY: XXXXXXXXX CAPITAL PARTNERS LLC,
AS ITS COLLATERAL MANAGER
/s/ Xxxxxxxxxxx X. Xxxxx
------------------------------------------
Name: Xxxxxxxxxxx X. Xxxxx
Title: Partner
WINDSOR LOAN FUNDING LIMITED, as a
Lender
BY: XXXXXXXXX CAPITAL PARTNERS LLC,
AS ITS INVESTMENT MANAGER
/s/ Xxxxxxxxxxx X. Xxxxx
------------------------------------------
Name: Xxxxxxxxxxx X. Xxxxx
Title: Partner
SIGNATURE PAGE TO SYBRON FIRST AMENDMENT AND CONSENT
14
CERES II FINANCE LTD., as a Lender
BY: INVESCO SENIOR SECURED MANAGEMENT,
INC. AS SUB-MANAGING AGENT (FINANCIAL)
/s/ Xxxxxx X.X. Xxxxx
------------------------------------------
Name: Xxxxxx X.X. Xxxxx
Title: Authorized Signatory
NOVA CDO 2000, LTD., as a Lender
/s/ Xxxxx Xxxxxxx
------------------------------------------
Name: Xxxxx Xxxxxxx
Title: CFO
XXXXX XXXXX INSTITUTIONAL SENIOR LOAN
FUND, as a Lender
BY: XXXXX XXXXX MANAGEMENT, AS
INVESTMENT ADVISOR
/s/ Xxxxx X. Page
------------------------------------------
Name: Xxxxx X. Page
Title: Vice President
XXXXX XXXXX SENIOR INCOME TRUST, as
a Lender
BY: XXXXX XXXXX MANAGEMENT, AS
INVESTMENT ADVISOR
/s/ Xxxxx X. Page
------------------------------------------
Name: Xxxxx X. Page
Title: Vice President
SIGNATURE PAGE TO SYBRON FIRST AMENDMENT AND CONSENT
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OXFORD STRATEGIC INCOME FUND, as a
Lender
BY: XXXXX XXXXX MANAGEMENT, AS
INVESTMENT ADVISOR
/s/ Xxxxx X. Page
------------------------------------------
Name: Xxxxx X. Page
Title: Vice President
XXXXX XXXXX CDO II, LTD., as a Lender
BY: XXXXX XXXXX MANAGEMENT, AS
INVESTMENT ADVISOR
/s/ Xxxxx X. Page
------------------------------------------
Name: Xxxxx X. Page
Title: Vice President
XXXXX XXXXX CDO III, LTD., as a Lender
BY: XXXXX XXXXX MANAGEMENT, AS
INVESTMENT ADVISOR
/s/ Xxxxx X. Page
------------------------------------------
Name: Xxxxx X. Page
Title: Vice President
SENIOR DEBT PORTFOLIO, as a Lender
BY: BOSTON MANAGEMENT AND RESEARCH,
AS INVESTMENT ADVISOR
/s/ Xxxxx X. Page
------------------------------------------
Name: Xxxxx X. Page
Title: Vice President
SIGNATURE PAGE TO SYBRON FIRST AMENDMENT AND CONSENT
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XXXXXXX & CO., as a Lender
BY: BOSTON MANAGEMENT AND RESEARCH,
AS INVESTMENT ADVISOR
/s/ Xxxxx X. Page
------------------------------------------
Name: Xxxxx X. Page
Title: Vice President
PILGRIM PRIME RATE TRUST
BY: ING PILGRIM INVESTMENTS, AS ITS
INVESTMENT MANAGER
/s/ Xxxxxx Xxxxxx, CFA
------------------------------------------
Name: Xxxxxx Xxxxxx, CFA
Title: Vice President
PILGRIM CLO 1999-1 LTD.
BY: ING PILGRIM INVESTMENTS AS ITS
INVESTMENT MANAGER
/s/ Xxxxxx Xxxxxx, CFA
------------------------------------------
Name: Xxxxxx Xxxxxx, CFA
Title: Vice President
SIGNATURE PAGE TO SYBRON FIRST AMENDMENT AND CONSENT
