EXHIBIT 10.1
AMENDMENT NO. 4 and WAIVER dated as of March
31, 2004 (this "AMENDMENT"), to the AMENDED AND
RESTATED CREDIT AGREEMENT dated as of July 25, 2002
(as amended by Amendment No. 1 and Waiver dated as of
March 10, 2003, Amendment No. 2 dated as of November
11, 2003 and Amendment No. 3 dated as of December 23,
2003, the "CREDIT AGREEMENT"), among STONE CONTAINER
CORPORATION, a Delaware corporation ("STONE"),
SMURFIT-STONE CONTAINER CANADA INC., a corporation
continued under the Companies Act (Nova Scotia) ("SSC
CANADA" and, together with Stone, the "BORROWERS"),
the lenders party thereto (the "LENDERS"), JPMORGAN
CHASE BANK, a New York banking corporation, as agent
for the Lenders (an "AGENT"), DEUTSCHE BANK TRUST
COMPANY AMERICAS, a New York banking corporation, as
agent for the Lenders (an "AGENT"), as collateral
agent for the Lenders, as administrative agent for
the Lenders (the "ADMINISTRATIVE AGENT"), as
swingline lender (the "SWINGLINE LENDER") and as
Revolving Facility Facing Agent, and DEUTSCHE BANK
AG, CANADA BRANCH, an authorized foreign bank
permitted to carry on business in Canada and listed
in Schedule III of the Bank Act (Canada), as Canadian
administrative agent for the Lenders and as Revolving
(Canadian) Facility Facing Agent (together with the
Revolving Facility Facing Agent, the "FACING
AGENTS").
A. Pursuant to the terms and subject to the conditions
contained in the Credit Agreement, the Lenders, the Swingline Lender and the
Facing Agents have extended, and have agreed to extend, credit to the Borrowers.
B. The Borrowers have requested that the Lenders agree to
amend and waive certain provisions of the Credit Agreement as set forth in this
Amendment. The Lenders are willing so to amend and waive the Credit Agreement on
the terms and subject to the conditions set forth herein.
C. Capitalized terms used but not otherwise defined herein
shall have the meanings assigned to them in the Credit Agreement.
Accordingly, in consideration of the mutual agreements herein
contained and other good and valuable consideration, the sufficiency and receipt
of which are hereby acknowledged, the parties hereto agree as follows:
SECTION 1. AMENDMENTS TO CREDIT AGREEMENT. The Credit
Agreement is hereby amended as follows:
1
(a) SECTION 7.14(a) of the Credit Agreement is hereby amended
and restated in its entirety as follows:
"SECTION 7.14. CONSOLIDATED EBITDA. (a) Prior to the
JSC Transaction, permit Consolidated EBITDA for any four
fiscal quarter period ending on a date set forth below to be
less than the amount set forth opposite such date:
Date Amount
---- ------
December 31, 2003 U.S.$375,000,000
March 31, 2004 U.S.$335,000,000
June 30, 2004 U.S.$285,000,000
September 30, 2004 U.S.$285,000,000
December 31, 2004 U.S.$335,000,000
March 31, 2005 and thereafter U.S.$550,000,000
(b) SECTION 7.15 of the
Credit Agreement is hereby amended and
restated in its entirety as follows:
"SECTION 7.15. INTEREST COVERAGE RATIO. (a) Prior to
the JSC Transaction, permit the ratio of (i) Consolidated
EBITDA to (ii) Consolidated Interest Expense for any four
fiscal quarter period ending on a date set forth below to be
less than the ratio set forth opposite such date:
Date Ratio
---- -----
December 31, 2003 1.50 to 1.00
March 31, 2004 1.40 to 1.00
June 30, 2004 1.20 to 1.00
September 30, 2004 1.20 to 1.00
December 31, 2004 1.30 to 1.00
March 31, 2005 and thereafter 1.75 to 1.00
(b) Following the JSC Transaction, permit the ratio
of (a) Consolidated EBITDA to (b) Consolidated Interest
Expense for any four fiscal quarter period ending on a date
set forth below to be less than the ratio set forth opposite
such date:
Date Ratio
---- -----
June 30, 2004 1.30 to 1.00
September 30, 2004 1.30 to 1.00
December 31, 2004 1.50 to 1.00
March 31, 2005 and thereafter 1.75 to 1.00"
SECTION 2. WAIVER. The Lenders hereby waive any Default or
Event of Default that may have arisen as a result of the failure of the
Borrowers to comply with the provisions of SECTION 7.14(a) and SECTION 7.15(a)
of the Credit Agreement prior to the
2
effectiveness of this Amendment and with respect to, but only with respect to,
the four fiscal quarter period ending on March 31, 2004.
SECTION 3. REPRESENTATIONS AND WARRANTIES. To induce the other
parties hereto to enter into this Amendment, each of the Borrowers represents
and warrants to each other party hereto that, after giving effect to this
Amendment, (a) the representations and warranties set forth in ARTICLE IV of the
Credit Agreement are true and correct in all material respects on and as of the
date hereof, except to the extent such representations and warranties expressly
relate to an earlier date, and (b) no Default or Event of Default has occurred
and is continuing.
SECTION 4. EFFECTIVENESS. This Amendment, shall become
effective on the date (the "AMENDMENT EFFECTIVE DATE") that the Administrative
Agent shall have received (a) counterparts of this Amendment that, when taken
together, bear the signatures of the Required Lenders and each of the Borrowers
and (b) the Amendment Fee (as defined below).
SECTION 5. AMENDMENT FEE. The Borrowers agree to pay to the
Administrative Agent for the account of each Lender that executes and delivers
to the Administrative Agent (or its counsel) a copy of this Amendment at or
prior to 5:00 p.m.,
New York City time, on April 19, 2004 (the "SIGNING DATE"),
an amendment fee (the "AMENDMENT FEE") in an amount equal to 0.125% of the sum
of such Lender's Revolving Credit Commitment, Revolving (Supplemental) Credit
Commitment, Revolving (Canadian) Credit Commitment (in each case, whether used
or unused) and the principal amount of such Lender's outstanding Term Loans, in
each case as of the Signing Date. The Amendment Fee shall be payable upon and
subject to the effectiveness of this Amendment in accordance with Section 4
hereof. Once paid, the Amendment Fee shall not be refundable under any
circumstances.
SECTION 6. EFFECT OF AMENDMENT. Except as expressly set forth
herein, this Amendment shall not by implication or otherwise limit, impair,
constitute a waiver of, or otherwise affect the rights and remedies of the
Lenders, the Agents, the Administrative Agent, the Collateral Agent, the Facing
Agents, the Swingline Lender or the Borrowers under the Credit Agreement or any
other Loan Document, and shall not alter, modify, amend or in any way affect any
of the terms, conditions, obligations, covenants or agreements contained in the
Credit Agreement or any other Loan Document, all of which are ratified and
affirmed in all respects and shall continue in full force and effect. Nothing
herein shall be deemed to entitle the Borrowers to a consent to, or a waiver,
amendment, modification or other change of, any of the terms, conditions,
obligations, covenants or agreements contained in the Credit Agreement or any
other Loan Document in similar or different circumstances. This Amendment shall
apply and be effective only with respect to the provisions of the Credit
Agreement specifically referred to herein. After the date hereof, any reference
to the Credit Agreement shall mean the Credit Agreement, as modified hereby.
This Amendment shall constitute a Loan Document for all purposes of the Credit
Agreement and the other Loan Documents.
3
SECTION 7. ACKNOWLEDGMENT. Each of the undersigned Guarantors
hereby acknowledges receipt of this Amendment and its review of the terms and
conditions hereof. Each of the undersigned Guarantors hereby consents to the
terms and conditions of this Amendment and hereby confirms its guarantee under
the Guarantee Agreements to which it is a party and agrees that such guarantee
shall continue to be in full force and effect and shall accrue to the benefit of
the Lenders.
SECTION 8. COUNTERPARTS. This Amendment may be executed in any
number of counterparts and by different parties hereto in separate counterparts,
each of which when so executed and delivered shall be deemed an original, but
all such counterparts constitute but one and the same instrument. Delivery of
any executed counterpart of a signature page of this Amendment by facsimile
transmission shall be effective as delivery of a manually executed counterpart
hereof.
SECTION 9. APPLICABLE LAW. THIS AMENDMENT SHALL BE GOVERNED
BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF
NEW YORK.
SECTION 10. HEADINGS. The headings of this Amendment are for
purposes of reference only and shall not limit or otherwise affect the meaning
hereof.
[signature pages follow]
4
IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to be duly executed by their duly authorized officers, all as of the
date and year first above written.
STONE CONTAINER CORPORATION,
by
/s/ Xxxxxxx X. Xxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Assistant Treasurer
SMURFIT-STONE CONTAINER CANADA
INC.,
by
/s/ Xxxxxxx X. Xxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Assistant Treasurer
DEUTSCHE BANK TRUST COMPANY AMERICAS,
individually and as an Agent, Administrative
Agent, Collateral Agent, Revolving Facility
Facing Agent and Swingline Lender,
by
/s/ Xxxxx Xxxxxxx
--------------------------------------
Name: Xxxxx Xxxxxxx
Title: Director
JPMORGAN CHASE BANK, individually and as an
Agent,
by
/s/ Xxxxx X. Xxxxxx
--------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
5
GUARANTORS
GUARANTOR OF U.S. AND CANADIAN FACILITIES
ST. LAURENT PAPERBOARD (U.S.) INC.
by
/s/ Xxxxxxx X. Xxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Assistant Treasurer
GUARANTORS OF CANADIAN FACILITIES:
STONE CONTAINER CORPORATION
by
/s/ Xxxxxxx X. Xxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Assistant Treasurer
FRANCOBEC COMPANY
by
/s/ Xxxxxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Vice President and Chief
Financial Officer
MBI LIMITED/LIMITEE
by
/s/ Xxxxxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Vice President and Chief
Financial Officer
SMURFIT-MBI
by
/s/ Xxxxxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Vice President and Chief
Financial Officer
6
605681 N.B. INC.
by
/s/ Xxxxxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Vice President and Chief
Financial Officer
7
SIGNATURE PAGE TO AMENDMENT NO. 4 AND WAIVER
DATED AS OF MARCH 31, 2004, TO THE
STONE
CONTAINER CORPORATION AND SMURFIT-STONE
CONTAINER CANADA INC. CREDIT AGREEMENT DATED AS
OF JULY 25, 2002
NORTHWOODS CAPITAL III, LIMITED,
by XXXXXX, XXXXXX & CO., L.P.,
as Collateral Manager,
by /s/ Xxxx X. Xxxxxx
---------------------------------
Name: Xxxx X. Xxxxxx
Title: Managing Director
NORTHWOODS CAPITAL III, LIMITED,
by XXXXXX, XXXXXX & CO., L.P.,
as Collateral Manager,
by /s/ Xxxx X. Xxxxxx
---------------------------------
Name: Xxxx X. Xxxxxx
Title: Managing Director
AG CAPITAL FUNDING PARTNERS, L.P.,
by XXXXXX, XXXXXX & CO., L.P.,
as Investment Advisor,
by /s/ Xxxx X. Xxxxxx
---------------------------------
Name: Xxxx X. Xxxxxx
Title: Managing Director
NORTHWOODS CAPITAL, LIMITED,
by XXXXXX, XXXXXX & CO., L.P.,
as Collateral Manager,
by /s/ Xxxx X. Xxxxxx
---------------------------------
Name: Xxxx X. Xxxxxx
Title: Managing Director
8
SEQUILS-CENTURION V, LTD.,
by American Express Asset
Management Group Inc., as
Collateral Manager
by /s/ Xxxxxx Xxxxxxxxx
---------------------------------
Name: Xxxxxx Xxxxxxxxx
Title: Director - Operations
CENTURION CDO II, LTD,
by American Express Asset
Management Group Inc., as
Collateral Manager
by /s/ Xxxxxx Xxxxxxxxx
---------------------------------
Name: Xxxxxx Xxxxxxxxx
Title: Director - Operations
CENTURION CDO VI, LTD,
by American Express Asset
Management Group Inc., as
Collateral Manager
by /s/ Xxxxxx Xxxxxxxxx
---------------------------------
Name: Xxxxxx Xxxxxxxxx
Title: Director - Operations
CREDIT INDUSTRIEL ET COMMERCIAL,
by
/s/ Xxxx Xxxxxxx
------------------------------------
Name: Xxxx Xxxxxxx
Title: First Vice President
by
/s/ Xxxxx X'Xxxxx
------------------------------------
Name: Xxxxx X' Xxxxx
Title: Vice President
9
CLOSE INTERNATIONAL CUSTODY SERVICES
LIMITED, as Custodian of CYPRESSTREE
INTERNATIONAL LOAN HOLDING COMPANY LIMITED,
by CypressTree Strategic Debt
Management Co., Inc. as investment
Advisor,
by /s/ Xxxx Xxxxx
---------------------------------
Name: Xxxx Xxxxx
Title: Manager
by /s/ Xxxxxxxx Xxxxxxxxx
---------------------------------
Name: Xxxxxxxx Xxxxxxxxx
Title: Investment Analyst
CITIGROUP INVESTMENTS
CORPORATE LOAN FUND INC.,
by Travelers Asset Management Int'l
Co. LLC,
by /s/ Xxxxx Xxx
---------------------------------
Name: Xxxxx Xxx
Title: Vice President
COLUMBUS LOAN FUNDING LTD.,
by Travelers Asset Management Int'l
Co. LLC,
by /s/ Xxxxx Xxx
---------------------------------
Name: Xxxxx Xxx
Title: Vice President
CITIBANK, N.A.,
by
/s/ Xxxxxx X. Van
--------------------------------------
Name: Xxxxxx X. Van
Title: Managing Director
00
XXXX XXXXXX FUNDING LIMITED SERIES 3,
by
/s/ Xxxxxxxx XxXxxxxxxx
--------------------------------------
Name: Xxxxxxxx XxXxxxxxxx
Title: Assistant Vice President
HANOVER SQUARE CLO LTD.,
by Blackstone Dept. Advisors L.P. as
Collateral Manager,
by /s/ Xxxx X. Xxxxxxx
---------------------------------
Name: Xxxx X. Xxxxxxx
Title: Managing Director
MONUMENT PARK CDO LTD.,
by Blackstone Debt. Advisors L.P. as
Collateral Manager,
by /s/ Xxxx X. Xxxxxxx
---------------------------------
Name: Xxxx X. Xxxxxxx
Title: Managing Director
BLACKROCK SENIOR LOAN TRUST,
by
/s/ Xxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Authorized Signatory
MAGNETITE IV CLO, LIMITED,
by
/s/ Xxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Authorized Signatory
11
MAGNETITE V CLO, LIMITED,
by
/s/ Xxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Authorized Signatory
GALLATIN FUNDING I LTD.,
by Bear Xxxxxxx Asset Management
Inc., as its Collateral Manager,
by /s/ Xxxxx X. Xxxxxxxxx
---------------------------------
Name: Xxxxx X. Xxxxxxxxx
Title: Associate Director
BRAYMOOR & co.,
by Bear Xxxxxxx Asset Management
Inc., as its Attorney-in-Fact,
by /s/ Xxxxx X. Xxxxxxxxx
---------------------------------
Name: Xxxxx X. Xxxxxxxxx
Title: Associate Director
GRAYSTON CLO 2001-01 LTD.,
by Bear Xxxxxxx Asset Management
Inc., as its Collateral Manager,
by /s/ Niall D. Rosenzwug
---------------------------------
Name: Niall D. Rosenzwug
Title: Associate Director
BANK ONE, N.A.,
by
/s/ Xxxxx X. Xxxx
--------------------------------------
Name: Xxxxx X. Xxxx
Title: Director
12
THE BANK OF
NEW YORK,
by
/s/ Xxxx Xxxxxxx
--------------------------------------
Name: Xxxx Xxxxxxx
Title: Vice President
BANK OF MONTREAL,
by
/s/ X. Xxxxx
--------------------------------------
Name: X. Xxxxx
Title: Managing Director
BANK OF AMERICA, N.A.,
by
/s/ Xxxxxx Xxxxxxx
--------------------------------------
Name: Xxxxxx Xxxxxxx
Title: Vice President
LAGUNA FUNDING LLC,
by
/s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Assistant Vice President
HARBOUR TOWN FUNDING LLC,
by
/s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Assistant Vice President
ELT LTD.,
by
/s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Authorized Agent
13
PINEHURST TRADING, INC.,
by
/s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Assistant Vice President
WINGED FOOT FUNDING TRUST,
by
/s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Authorized Agent
JUPITER LOAN FUNDING LLC,
by
/s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Assistant Vice President
PPM SPYGLASS FUNDING TRUST,
by
/s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Authorized Agent
PPM SHADOW CREEK FUNDING LLC,
by
/s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Assistant Vice President
SAWGRASS TRADING LLC,
by
/s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Assistant Vice President
14
GLENEAGLES TRADING LLC,
by
/s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Assistant Vice President
STANWICH LOAN FUNDING LLC,
by
/s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Assistant Vice President
SUFFIELD CLO, LIMITED,
by XXXXX X. XXXXXX & COMPANY
INC., as Collateral Manager,
by /s/ Xxxxx X. Xxxxx, CFA
---------------------------------
Name: Xxxxx X. Xxxxx, CFA
Title: Managing Director
MAPLEWOOD (CAYMAN) LIMITED,
by XXXXX X. XXXXXX & COMPANY
INC., under delegated authority from
Massachusetts Mutual Life Insurance
Company, as Investment Manager,
by /s/ Xxxx X. Xxxxx, CFA
---------------------------------
Name: Xxxx X. Xxxxx, CFA
Title: Managing Director
APEX (IDM) CDO I, LTD.
ELC (CAYMAN) LTD., CDO SERIES 1999-I
ELC (CAYMAN) LTD., 1999-III
ELC (CAYMAN) LTD., 2000-I
XXXXX CLO LTD. 2000-I,
by XXXXX X. XXXXXX & COMPANY
INC., as Collateral Agent,
15
by /s/ Xxxxx X. Xxxxx, CFA
---------------------------------
Name: Xxxxx X. Xxxxx, CFA
Title: Managing Director
MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY,
by XXXXX X. XXXXXX & COMPANY,
INC., as Investment Adviser,
by /s/ Xxxxx X. Xxxxx, CFA
---------------------------------
Name: Xxxxx X. Xxxxx, CFA
Title: Managing Director
ARES VII CLO LTD.,
by ARES CLO MANAGEMENT VI, L.P.,
its Investment Manager
by ARES CLO GP VII, LLC, its General
Partner
by
/s/ Xxxx X. Xxxxxxx
---------------------------------
Name: Xxxx X. Xxxxxxx
Title: Vice President
ARES VIII CLO LTD.,
by ARES CLO MANAGEMENT VIII,
L.P., its Investment Manager
by ARES CLO GP VIII, LLC, its General
Partner
by
/s/ Xxxx X. Xxxxxxx
---------------------------------
Name: Xxxx X. Xxxxxxx
Title: Vice President
16
ARES V CLO LTD.,
by ARES CLO MANAGEMENT V, L.P.,
its Investment Manager
by ARES CLO GP V, LLC, its Managing
Member
by
/s/ Xxxx X. Xxxxxxx
---------------------------------
Name: Xxxx X. Xxxxxxx
Title: Vice President
ARES VI CLO LTD.,
by ARES CLO MANAGEMENT VI, L.P.,
its Investment Manager
by ARES CLO GP VI, LLC, its Managing
Member
by
/s/ Xxxx X. Xxxxxxx
---------------------------------
Name: Xxxx X. Xxxxxxx
Title: Vice President
ARES LEVERAGED INVESTMENT FUND
II, L.P.,
by ARES CLO MANAGEMENT II, L.P.,
its General Partner
by
/s/ Xxxx X. Xxxxxxx
---------------------------------
Name: Xxxx X. Xxxxxxx
Title: Vice President
ARES III CLO LTD.,
by ARES CLO MANAGEMENT, LLC,
its Investment Manager
by
/s/ Xxxx X. Xxxxxxx
---------------------------------
Name: Xxxx X. Xxxxxxx
Title: Vice President
17
ARES IV CLO LTD.,
by ARES CLO MANAGEMENT IV, L.P.,
Investment Manager
by ARES CLO XX XX, LLC its Managing
Member
by
/s/ Xxxx X. Xxxxxxx
---------------------------------
Name: Xxxx X. Xxxxxxx
Title: Vice President
APEX (TRIMARAN) CPO I, LTD.,
by TRIMARAN ADVISERS, L.L.C.,
by /s/ Xxxxx X. Xxxxxxxx
----------------------------
Name: Xxxxx X. Xxxxxxxx
Title: Managing Director
AMMC CDO II, LIMITED,
by AMERICAN MONEY
MANAGEMENT CORP., as
Collateral Manager,
by /s/ Xxxxx X. Xxxxx
----------------------------
Name: Xxxxx X. Xxxxx
Title: Vice President
AMERICAN AGCREDIT, PCA,
by
/s/ Xxxx Xxxxxx
------------------------------------
Name: Xxxx Xxxxxx
Title: Vice President
18
ALLSTATE LIFE INSURANCE COMPANY,
by
/s/ Xxxxx Xxxxxxx
------------------------------------
Name: Xxxxx Xxxxxxx
Title: Authorized Signatory
by
/s/ Xxxxxxxx X. Xxxxxx
------------------------------------
Name: Xxxxxxxx X. Xxxxxx
Title: Authorized Signatory
AIMCO CDO SERIES 2000-A,
by
/s/ Xxxxx Xxxxxxx
------------------------------------
Name: Xxxxx Xxxxxxx
Title: Authorized Signatory
by
/s/ Xxxxxxxx X. Xxxxxx
------------------------------------
Name: Xxxxxxxx X. Xxxxxx
Title: Authorized Signatory
AIMCO CLO SERIES 2001-A,
by
/s/ Xxxxx Xxxxxxx
------------------------------------
Name: Xxxxx Xxxxxxx
Title: Authorized Signatory
by
/s/ Xxxxxxxx X. Xxxxxx
------------------------------------
Name: Xxxxxxxx X. Xxxxxx
Title: Authorized Signatory
19
MONUMENT CAPITAL LTD., AS ASSIGNEE,
by ALLIANCE CAPITAL
MANAGEMENT L.P., as Investment
Manager,
by ALLIANCE CAPITAL
MANAGEMENT CORPORATION, as
General Partner,
by
/s/ Sverker M. M. Johansson
---------------------------------
Name: Sverker M. M. Johansson
Title: Vice President
NEW ALLIANCE GLOBAL CPO, LIMITED,
by ALLIANCE CAPITAL
MANAGEMENT L.P., as Sub-
Advisor,
by ALLIANCE CAPITAL
MANAGEMENT CORPORATION, as
General Partner,
by
/s/ Sverker M. M. Johansson
---------------------------------
Name: Sverker M. M. Johansson
Title: Vice President
SEQUILS-CUMBERLAND I, LTD.,
by DEERFIELD CAPITAL
MANAGEMENT LLC, as Collateral
Manager,
by /s/ Xxxxx Sakon
-------------------------------
Name: Xxxxx Sakon
Title: Vice President
20
ROSEMONT CLO, LTD.,
by DEERFIELD CAPITAL
MANAGEMENT LLC, as Collateral
Manager,
by /s/ Xxxxx Sakon
---------------------------------
Name: Xxxxx Sakon
Title: Vice President
BRYN MAWR CLO, LTD.,
by DEERFIELD CAPITAL
MANAGEMENT LLC, as Collateral
Manager,
by /s/ Xxxxx Sakon
---------------------------------
Name: Xxxxx Sakon
Title: Vice President
FOREST CREEK CLO, LTD.,
by DEERFIELD CAPITAL
MANAGEMENT LLC, as Collateral
Manager,
by /s/ Xxxxx Sakon
---------------------------------
Name: Xxxxx Sakon
Title: Vice President
SENIOR DEBT PORTFOLIO,
by BOSTON MANAGEMENT AND
RESEARCH, as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
21
XXXXX XXXXX SENIOR INCOME TRUST,
by XXXXX XXXXX MANAGEMENT,
as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
XXXXX XXXXX INSTITUTIONAL SENIOR LOAN FUND,
by XXXXX XXXXX MANAGEMENT,
as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
OXFORD STRATEGIC INCOME FUND,
by XXXXX XXXXX MANAGEMENT,
as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
XXXXX XXXXX CDO II, LTD.,
by XXXXX XXXXX MANAGEMENT,
as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
22
XXXXX XXXXX CDO III, LTD.,
by XXXXX XXXXX MANAGEMENT,
as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
COSTANTINUS XXXXX XXXXX CDO V, LTD.,
by XXXXX XXXXX MANAGEMENT,
as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
XXXXX XXXXX CDO VI, LTD.,
by XXXXX XXXXX MANAGEMENT,
as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
XXXXXXX & CO.,
by BOSTON MANAGEMENT AND
RESEARCH, as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
23
BIG SKY SENIOR LOAN FUND, LTD.,
by XXXXX XXXXX MANAGEMENT,
as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
XXXXX XXXXX VT FLOATING-RATE INCOME FUND,
by XXXXX XXXXX MANAGEMENT,
as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
XXXXX XXXXX LIMITED DURATION INCOME FUND,
by XXXXX XXXXX MANAGEMENT,
as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
TOLLI & CO.,
by XXXXX XXXXX MANAGEMENT,
as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
24
XXXXX XXXXX SENIOR FLOATING-RATE TRUST,
by XXXXX XXXXX MANAGEMENT,
as Investment Advisor,
by /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
SEQUILS - PILGRIM I, LTD.,
by ING INVESTMENTS, LLC, as its
Investment Manager,
by /s/ Xxxxx X. Xxxxxx
---------------------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
ML CLO XV PILGRIM AMERICA (CAYMAN) LTD.,
by ING INVESTMENTS, LLC, as its
Investment Manager,
by /s/ Xxxxx X. Xxxxxx
---------------------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
ING PRIME RATE TRUST,
by AELTUS INVESTMENT
MANAGEMENT, INC., as its
Investment Manager,
by /s/ Xxxxx X. Xxxxxx
---------------------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
25
ING SENIOR INCOME FUND,
by AELTUS INVESTMENT
MANAGEMENT, INC, as its
Investment Manager,
by /s/ Xxxxx X. Xxxxxx
---------------------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
ENDURANCE CLO I, LTD.,
by ING CAPITAL ADVISORS LLC, as
its Portfolio Manager,
by /s/ Xxxxxx X. Xxxxx
---------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
ING-ORYX CLO, LTD.,
by ING CAPITAL ADVISORS LLC, as
its Collateral Manager,
by /s/ Xxxxxx X. Xxxxx
---------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
SEQUILS-ING I (HBDGM), LTD.,
by ING CAPITAL ADVISORS LLC, as
Collateral Manager,
by /s/ Xxxxxx X. Xxxxx
---------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
26
NEMEAN CLO, LTD.,
by ING CAPITAL ADVISORS LLC, as
its Investment Manager,
by /s/ Xxxxxx X. Xxxxx
---------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
BALANCED HIGH-YIELD FUND II, LTD.,
by ING CAPITAL ADVISORS LLC, as
Asset Manager,
by /s/ Xxxxxx X. Xxxxx
---------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
ARCHIMEDES FUNDING IV (CAYMAN), LTD.,
by ING CAPITAL ADVISORS LLC, as
Collateral Manager,
by /s/ Xxxxxx X. Xxxxx
---------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
ARCHIMEDES FUNDING III, LTD.,
by ING CAPITAL ADVISORS LLC, as
Collateral Manager,
by /s/ Xxxxxx X. Xxxxx
---------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
27
INDOSUEZ CAPITAL FUNDING IIA, LIMITED,
by INDOSUEZ CAPITAL, as Portfolio
Advisor,
by /s/ Xxxxxxx Xxxxxxxxx
---------------------------------
Name: Xxxxxxx Xxxxxxxxx
Title: Principal and Portfolio
Manager
HIGHLAND LEGACY LIMITED,
by HIGHLAND CAPITAL
MANAGEMENT, as Collateral
Manager,
by /s/ Xxxx Xxxxx
---------------------------------
Name: Xxxx Xxxxx
Title: Chief Investment Officer
XXX CAPITAL FUNDING L.P.,
by HIGHLAND CAPITAL
MANAGEMENT, L.P., as Collateral
Manager,
by /s/ Xxxx Xxxxx
---------------------------------
Name: Xxxx Xxxxx
Title: Chief Investment Officer
HIGHLAND LOAN FUNDING V LTD.,
by HIGHLAND CAPITAL
MANAGEMENT L.P., as Collateral
Manager,
by /s/ Xxxx Xxxxx
---------------------------------
Name: Xxxx Xxxxx
Title: Chief Investment Officer
28
HIGHLAND OFFSHORE PARTNERS, L.P.,
by HIGHLAND CAPITAL
MANAGEMENT, L.P., as Collateral
Manager,
by /s/ Xxxx Xxxxx
---------------------------------
Name: Xxxx Xxxxx
Title: Chief Investment Officer
RESTORATION FUNDING CLO, LTD.,
by HIGHLAND CAPITAL
MANAGEMENT, L.P., as Collateral
Manager,
by /s/ Xxxx Xxxxx
---------------------------------
Name: Xxxx Xxxxx
Title: Chief Investment Officer
ELF FUNDING TRUST I,
by HIGHLAND CAPITAL
MANAGEMENT, L.P., as Capital
Manager,
by /s/ Xxxx Xxxxx
---------------------------------
Name: Xxxx Xxxxx
Title: Chief Investment Officer
HCM US LOANS MAC 43, LLC,
by HIGHLAND CAPITAL
MANAGEMENT, L.P., as Attorney-
in-Fact,
by /s/ Xxxx Xxxxx
---------------------------------
Name: Xxxx Xxxxx
Title: Chief Investment Officer
29
LOAN FUNDING IV, LLC,
by HIGHLAND CAPITAL
MANAGEMENT, L.P., as Portfolio
Manager,
by /s/ Xxxx Xxxxx
---------------------------------
Name: Xxxx Xxxxx
Title: Chief Investment Officer
XXXXXX'X ISLAND CDO, LTD.,
by CYPRESSTREE INVESTMENT
MANAGEMENT COMPANY,
INC., as Portfolio Manager,
by /s/ Xxxxxxxx X. Xxxxxxxxx
---------------------------------
Name: Xxxxxxxx X. Xxxxxxxxx
Title: Investment Analyst
GULF STREAM-COMPASS CLO 2002-1 LTD.,
by GULF STREAM ASSET
MANAGEMENT LLC, as Collateral
Manager,
by /s/ Xxxxx X. Love
---------------------------------
Name: Xxxxx X. Love
Title: Chief Credit Officer
GULF STREAM-COMPASS CLO 2003-1 LTD.,
by GULF STREAM ASSET
MANAGEMENT LLC, as Collateral
Manager,
by /s/ Xxxxx X. Love
---------------------------------
Name: Xxxxx X. Love
Title: Chief Credit Officer
30
GENERAL ELECTRIC CAPITAL CORPORATION,
by
/s/ Xxxx Xxxxxxx
--------------------------------------
Name: Xxxx Xxxxxxx
Title: Duly Authorized Signatory
FRANKLIN CLO I, LIMITED,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Vice President
FRANKLIN CLO II, LIMITED,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Vice President
FRANKLIN CLO III, LIMITED,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Vice President
FRANKLIN FLOATING RATE DAILY
ACCESS FUND,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Vice President
31
FRANKLIN FLOATING RATE TRUST,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Asst. Vice President
FRANKLIN FLOATING RATE MASTER SERIES,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Asst. Vice President
FOOTHILL INCOME TRUST, L.P.,
by FIT GP, LLC, its General Partner,
by /s/ Xxxx X. Xxxxx
---------------------------------
Name: Xxxx X. Xxxxx
Title: Managing Member
THE FOOTHILL GROUP, INC.,
by
/s/ Xxxx X. Xxxxx
--------------------------------------
Name: Xxxx X. Xxxxx
Title: Vice President
FLAGSHIP CLO 2001-1,
by
/s/ Xxxx X. Xxxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxxx
Title: Director
32
FLAGSHIP CLO II,
by
/s/ Xxxx X. Xxxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxxx
Title: Director
FIDELITY ADVISOR SERIES II: FIDELITY
ADVISOR FLOATING RATE HIGH
INCOME FUND,
by
/s/ Xxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Assistant Treasurer
BALLYROCK CLO II LIMITED,
by BALLYROCK INVESTMENT
ADVISORS LLC, as Collateral
Manager,
by /s/ Xxxx Xxxxx
---------------------------------
Name: Xxxx Xxxxx
Title: Assistant Treasurer
EMERALD ORCHARD LIMITED,
by
/s/ Xxxxxx Xxxxx
------------------------------------
Name: Xxxxxx Xxxxx
Title: Attorney-in-Fact
SARATOGA CLO I, LIMITED,
by INVESCO SENIOR SECURED
MANAGEMENT, INC., as Asset
Manager,
by /s/ Xxxxxx Xxxxxxx
---------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
33
SAGAMORE CLO LTD.,
by INVESCO SENIOR SECURED
MANAGEMENT, INC., as
Collateral Manager,
by /s/ Xxxxxx Xxxxxxx
---------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
SEQUILS-LIBERTY, LTD.,
by INVESCO SENIOR SECURED
MANAGEMENT, INC., as
Collateral Manager,
by /s/ Xxxxxx Xxxxxxx
---------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
INVESCO CBO 2000-1 LTD.,
by INVESCO SENIOR SECURED
MANAGEMENT, INC., as Portfolio
Advisor,
by /s/ Xxxxxx Xxxxxxx
---------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
INVESCO EUROPEAN CDO I S.A.,
by INVESCO SENIOR SECURED
MANAGEMENT, INC., as
Collateral Manager,
by /s/ Xxxxxx Xxxxxxx
---------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
34
AIM FLOATING RATE FUND,
by INVESCO SENIOR SECURED
MANAGEMENT, INC., as
Sub-Adviser,
by /s/ Xxxxxx Xxxxxxx
---------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
DIVERSIFIED CREDIT PORTFOLIO LTD.,
by INVESCO SENIOR SECURED
MANAGEMENT, INC., as
Investment Adviser,
by /s/ Xxxxxx Xxxxxxx
---------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
CHARTER VIEW PORTFOLIO,
by INVESCO SENIOR SECURED
MANAGEMENT, INC., as
Investment 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
35
AVALON CAPITAL LTD.,
by INVESCO SENIOR SECURED
MANAGEMENT, INC., as Portfolio
Advisor,
by /s/ Xxxxxx Xxxxxxx
---------------------------------
Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
KATONAH I, LTD.,
by
/s/ Xxxxx Xxxxx Xxxxx
--------------------------------------
Name: Xxxxx Xxxxx Xxxxx
Title: Authorized Officer
Katonah Capital, L.L.C.,
as Manager
KATONAH II, LTD.,
by
/s/ Xxxxx Xxxxx Xxxxx
--------------------------------------
Name: Xxxxx Xxxxx Xxxxx
Title: Authorized Officer
Katonah Capital, L.L.C.,
as Manager
KATONAH III, LTD.,
by
/s/ Xxxxx Xxxxx Xxxxx
--------------------------------------
Name: Xxxxx Xxxxx Xxxxx
Title: Authorized Officer
Katonah Capital, L.L.C.,
as Manager
KATONAH IV, LTD.,
by
/s/ Xxxxx Xxxxx Xxxxx
--------------------------------------
Name: Xxxxx Xxxxx Xxxxx
Title: Authorized Officer
36
Katonah Capital, L.L.C.,
as Manager
KATONAH V, LTD.,
by
/s/ Xxxxx Xxxxx Xxxxx
--------------------------------------
Name: Xxxxx Xxxxx Xxxxx
Title: Authorized Officer
Katonah Capital, L.L.C.,
as Manager
SOCIETE GENERALE,
by
/s/ Xxxx-Xxxxx Xxxxxxxxx
--------------------------------------
Name: Xxxx-Xxxxx Xxxxxxxxx
Title: Vice President
SIERRA CLO I, LTD.,
by
/s/ Xxxx X. Xxxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxxx
Title: Chief Operating Officer
Centre Pacific L.L.P.
(Manager)
SENECA CBO IV, LIMITED,
by
/s/ Xxxxxx Xxxxxxxx
--------------------------------------
Name: Xxxxxx Xxxxxxxx
Title: Analyst
SENECA CBO III, LIMITED,
by
/s/ Xxxxxx Xxxxxxxx
--------------------------------------
Name: Xxxxxx Xxxxxxxx
Title: Analyst
37
SANKATY ADVISORS, LLC AS
COLLATERAL MANAGER FOR XXXXX
POINT CLO, LTD., AS TERM LENDER,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Secretary
SANKATY HIGH YIELD PARTNERS II,
L.P.,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Secretary
SANKATY ADVISORS, LLC AS
COLLATERAL MANAGER FOR CASTLE
HILL I - INGOTS, LTD., AS TERM
LENDER,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Secretary
SANKATY ADVISORS, LLC AS
COLLATERAL MANAGER FOR CASTLE
HILL III CLO, LIMITED, AS TERM
LENDER,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Secretary
38
SANKATY ADVISORS, LLC AS
COLLATERAL MANAGER FOR RACE
POINT CLO, LIMITED, AS TERM
LENDER,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Secretary
SANKATY ADVISORS, LLC AS
COLLATERAL MANAGER FOR GREAT
POINT CLO 1999-1 LTD., AS TERM
LENDER,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Secretary
SANKATY ADVISORS, LLC AS
COLLATERAL MANAGER FOR CASTLE
HILL II - INGOTS, LTD., AS TERM
LENDER,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Secretary
SANKATY ADVISORS, LLC AS
COLLATERAL MANAGER FOR RACE
POINT II CLO, LIMITED, AS TERM
LENDER,
by
/s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Secretary
39
SUNAMERICA LIFE INSURANCE COMPANY,
by AIG GLOBAL INVESTMENT
CORP., its Investment Advisor,
by /s/ W. Xxxxxxx Xxxxxx
---------------------------------
Name: W. Xxxxxxx Xxxxxx
Title: Vice President
GALAXY CLO 2003-1, LTD.,
by AIG GLOBAL INVESTMENT
CORP., its Investment Advisor,
by /s/ W. Xxxxxxx Xxxxxx
---------------------------------
Name: W. Xxxxxxx Xxxxxx
Title: Vice President
GALAXY CLO 1999-1, LTD.,
by AIG GLOBAL INVESTMENT
CORP., as Collateral Manager,
by /s/ W. Xxxxxxx Xxxxxx
---------------------------------
Name: W. Xxxxxxx Xxxxxx
Title: Vice President
REGIONS BANK,
by
/s/ Xxxxx X. Xxxxxx
--------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Assistant Vice President
FOXE BASIN CLO 2003, LTD.,
by ROYAL BANK OF CANADA, as
Collateral Manager
by /s/ Xxxxxxx Xxxxxx
---------------------------------
Name: Xxxxxxx Xxxxxx
Title: Authorized Signatory
40
SEQUILS-GLACE BAY, LTD.,
by ROYAL BANK OF CANADA, as
Collateral Manager
by /s/ Xxxxxxx Xxxxxx
---------------------------------
Name: Xxxxxxx Xxxxxx
Title: Authorized Signatory
THE PRUDENTIAL INSURANCE
COMPANY OF AMERICA,
by PRUDENTIAL INVESTMENT
MANAGEMENT, INC., as
Investment Advisor,
by /s/ B. Xxxx Xxxxx
---------------------------------
Name: B. Xxxx Xxxxx
Title: Vice President
XXXXXX LEVERAGED LOAN CDO 2002-II,
by PRUDENTIAL INVESTMENT
MANAGEMENT, INC., as
Collateral Manager,
by /s/ B. Xxxx Xxxxx
---------------------------------
Name: B. Xxxx Xxxxx
Title: Vice President
OASIS COLLATERALIZED HIGH
INCOME PORTFOLIO-1, LTD.,
by PATRIARCH PARTNERS XIII,
LLC, its Managing Agent,
by /s/ Xxxx Xxxxxx
---------------------------------
Name: Xxxx Xxxxxx
Title: Manager
41
AMARA-2 FINANCE LTD.,
by PATRIARCH PARTNERS XII,
LLC, its Managing Agent,
by /s/ Xxxx Xxxxxx
---------------------------------
Name: Xxxx Xxxxxx
Title: Manager
AMARA-1 FINANCE LTD.,
by PATRIARCH PARTNERS XI, LLC,
its Managing Agent,
by /s/ Xxxx Xxxxxx
---------------------------------
Name: Xxxx Xxxxxx
Title: Manager
AERIES FINANCE-II LTD.,
by PATRIARCH PARTNERS X, LLC,
its Managing Agent,
by /s/ Xxxx Xxxxxx
---------------------------------
Name: Xxxx Xxxxxx
Title: Manager
CERES II FINANCE LTD.,
by PATRIARCH PARTNERS IX, LLC,
its Managing Agent,
by /s/ Xxxx Xxxxxx
---------------------------------
Name: Xxxx Xxxxxx
Title: Manager
OCTAGON INVESTMENT PARTNERS II,
LLC,
by OCTAGON CREDIT INVESTORS,
LLC, as Sub-Investment Manager,
by /s/ Xxxxxx X. Xxxxxx
42
---------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Portfolio Manager
OCTAGON INVESTMENT PARTNERS III,
LTD.,
by OCTAGON CREDIT INVESTORS,
LLC, as Portfolio Manager,
by /s/ Xxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Portfolio Manager
OCTAGON INVESTMENT PARTNERS V,
LTD.,
by OCTAGON CREDIT INVESTORS,
LLC, as Portfolio Manager,
by /s/ Xxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Portfolio Manager
OCTAGON INVESTMENT PARTNERS VI,
LTD.,
by OCTAGON CREDIT INVESTORS,
LLC, as Collateral Manager,
by /s/ Xxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Portfolio Manager
00
XXX XXXX 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
OAK HILL CREDIT PARTNERS I,
LIMITED,
by OAK HILL CLO
MANAGEMENT I, LLC, as
Investment Manager,
by /s/ Xxxxx X. Xxxxx
---------------------------------
Name: Xxxxx X. Xxxxx
Title: Authorized Person
OAK HILL CREDIT PARTNERS II,
LIMITED,
by OAK HILL CLO
MANAGEMENT II, LLC, as
Investment Manager,
44
by /s/ Xxxxx X. Xxxxx
---------------------------------
Name: Xxxxx X. Xxxxx
Title: Authorized Person
OAK HILL CREDIT PARTNERS III,
LIMITED,
by OAK HILL CLO
MANAGEMENT III, LLC, as
Investment Manager,
by /s/ Xxxxx X. Xxxxx
---------------------------------
Name: Xxxxx X. Xxxxx
Title: Authorized Person
NUVEEN SENIOR INCOME FUND,
by
/s/ Xxxxx Xxxxx
--------------------------------------
Name: Xxxxx Xxxxx
Title: Portfolio Manager
NUVEEN TAX ADVANTAGED TOTAL
RETURN STRATEGY FUND,
by
/s/ Xxxxx Xxxxx
--------------------------------------
Name: Xxxxx Xxxxx
Title: Portfolio Manager
NUVEEN DIVERSIFIED DIVIDEND AND
INCOME FUND,
by
/s/ Xxxxx Xxxxx
--------------------------------------
Name: Xxxxx Xxxxx
Title: Portfolio Manager
45
NORSE CBO, LTD.,
by REGIMENT CAPITAL
MANAGEMENT, LLC, as its
Investment Advisor
by REGIMENT CAPITAL ADVISORS,
LLC, its Manager and pursuant to
delegated authority,
by
/s/ Xxxxxxx X. Xxxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: President
CLYDESDALE CLO 2003 LTD.,
by NOMURA CORPORATE
RESEARCH AND ASSET
MANAGEMENT INC., as Agent,
by /s/ Xxxxxxxxx XxxXxxx
---------------------------------
Name: Xxxxxxxxx XxxXxxx
Title: Director
CLYDESDALE CLO 2001-1 LTD.,
by NOMURA CORPORATE
RESEARCH AND ASSET
MANAGEMENT INC., as Collateral
Manager,
by /s/ Xxxxxxxxx XxxXxxx
---------------------------------
Name: Xxxxxxxxx XxxXxxx
Title: Director
46
NOMURA BOND AND LOAN FUND,
by UFJ TRUST BANK LIMITED, as
Trustee
by NOMURA CORPORATE RESEARCH
AND ASSET MANAGEMENT INC.,
Attorney-in-Fact,
by
/s/ Xxxxxxxxx XxxXxxx
---------------------------------
Name: Xxxxxxxxx XxxXxxx
Title: Director
NEW YORK LIFE INSURANCE COMPANY,
by
/s/ F. Xxxxx Xxxxx
------------------------------------
Name: F. Xxxxx Xxxxx
Title: Investment Vice President
NEW YORK LIFE INSURANCE AND
ANNUITY CORP.,
by
NEW YORK LIFE INVESTMENT
MANAGEMENT LLC, its
Investment Manager,
by /s/ F. Xxxxx Xxxxx
---------------------------------
Name: F. Xxxxx Xxxxx
Title: Director
ELF FUNDING TRUST III,
by
NEW YORK LIFE INVESTMENT
MANAGEMENT LLC, as
Attorney-in-Fact,
by /s/ F. Xxxxx Xxxxx
---------------------------------
Name: F. Xxxxx Xxxxx
Title: Director
47
NYLIM FLATIRON CLO 2003-1, LTD.,
by
NEW YORK LIFE INVESTMENT
MANAGEMENT LLC, as Collateral
Manager and Attorney-in-Fact,
by /s/ F. Xxxxx Xxxxx
---------------------------------
Name: F. Xxxxx Xxxxx
Title: Director
NATEXIS BANQUES POPULAIRES,
by
/s/ Jordan X. Xxxx
--------------------------------------
Name: Jordan X. Xxxx
Title: Assistant Vice President
by
/s/ Xxxxxxx X. Xxxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxxx
Title: Associate
MUIRFIELD TRADING LLC,
by
/s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Asst. Vice President
OLYMPIC FUNDING TRUST SERIES 1999-1,
by
/s/ Xxx X. Xxxxxx
--------------------------------------
Name: Xxx X. Xxxxxx
Title: Authorized Agent
48
METROPOLITAN LIFE INSURANCE COMPANY,
by
/s/ Xxxx Xxxx
--------------------------------------
Name: Xxxx Xxxx
Title: Director
MADISON AVENUE CDO III LTD.,
by
/s/ Xxxxx X. Xxxxxxx
--------------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Director
MADISON AVENUE CDO I LTD.,
by
/s/ Xxxxx X. Xxxxxxx
--------------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Director
LONG LANE MASTER TRUST IV,
by Fleet National Bank, as Trust
Administrator,
by /s/ Xxxxx Xxxxxx
---------------------------------
Name: Xxxxx Xxxxxx
Title: Managing Director
LONG LANE MASTER TRUST II,
by Fleet National Bank, as Trust
Administrator with respect to Series
Eclipse,
by /s/ Xxxxx Xxxxxx
---------------------------------
Name: Xxxxx Xxxxxx
Title: Managing Director
49
KZH CRESCENT-2 LLC,
by
/s/ Hi Hua
--------------------------------------
Name: Hi Hua
Title: Authorized Agent
KZH CRESCENT-3 LLC,
by
/s/ Hi Hua
--------------------------------------
Name: Hi Hua
Title: Authorized Agent
KZH CYPRESSTREE-1 LLC,
by
/s/ Hi Hua
--------------------------------------
Name: Hi Hua
Title: Authorized Agent
KZH ING-2 LLC,
by
/s/ Hi Hua
--------------------------------------
Name: Hi Hua
Title: Authorized Agent
KZH RIVERSIDE LLC,
by
/s/ Hi Hua
--------------------------------------
Name: Hi Hua
Title: Authorized Agent
KZH SOLEIL LLC,
by
/s/ Hi Hua
--------------------------------------
Name: Hi Hua
Title: Authorized Agent
50
KZH SOLEIL-2 LLC,
by
/s/ Hi Hua
--------------------------------------
Name: Hi Hua
Title: Authorized Agent
KZH STERLING LLC,
by
/s/ Hi Hua
--------------------------------------
Name: Hi Hua
Title: Authorized Agent
XXXXXXXXX QUATTRO CLO, LTD.,
by XXXXXXXXX CAPITAL
PARTNERS LLC, as its Collateral
Manager
by /s/ Xxxxxxxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxxxxxxx X. Xxxxxx
Title: Managing Partner
XXXXXXXXX/RMF TRANSATLANTIC CDO LTD.,
by XXXXXXXXX CAPITAL
PARTNERS LLC, as its Collateral
Manager,
by /s/ Xxxxxxxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxxxxxxx X. Xxxxxx
Title: Managing Partner
51
XXXXXXXXX CLO LTD.,
by XXXXXXXXX CAPITAL
PARTNERS LLC, as its Collateral
Manager,
by /s/ Xxxxxxxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxxxxxxx X. Xxxxxx
Title: Managing Partner
XXXXXXXXX CARRERA CLO, LTD.,
by XXXXXXXXX CAPITAL
PARTNERS LLC, as its Asset
Manager,
by /s/ Xxxxxxxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxxxxxxx X. Xxxxxx
Title: Managing Partner
XXXXXXXX CDO, LTD.,
by XXXXXXXXX CAPITAL
PARTNERS LLC, as its Collateral
Manager,
by /s/ Xxxxxxxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxxxxxxx X. Xxxxxx
Title: Managing Partner
WINDSOR LOAN FUNDING, LIMITED,
by XXXXXXXXX CAPITAL
PARTNERS LLC, as its Investment
Manager,
by /s/ Xxxxxxxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxxxxxxx X. Xxxxxx
Title: Managing Partner
52
XXXXXXXXX ARBITRAGE CDO, LTD.,
by XXXXXXXXX CAPITAL
PARTNERS LLC, as its Collateral
Manager,
by /s/ Xxxxxxxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxxxxxxx X. Xxxxxx
Title: Managing Partner
SEQUILS I, LTD.,
by TCW ADVISORS, INC., as its
Collateral Manager,
by /s/ G. Xxxxxx Xxxxx
---------------------------------
Name: Xxxxxx Xxxxx
Title: Senior Vice President
by /s/ G. Xxxxxxx X. Xxxxx
---------------------------------
Name: G. Xxxxxxx X. Xxxxx
Title: Senior Vice President
XXXXXXX HILL FUNDING I, LIMITED,
by TCW ADVISORS, INC., as its
Collateral Manager,
by /s/ G. Xxxxxx Xxxxx
---------------------------------
Name: G. Xxxxxx Xxxxx
Title: Senior Vice President
53
LOAN FUNDING I LLC, A WHOLLY
OWNED SUBSIDIARY OF CITIBANK,
N.A.,
by TCW ADVISORS, INC., as
Portfolio Manager of LOAN
FUNDING I LLC,
by /s/ G. Xxxxxx Xxxxx
---------------------------------
Name: Xxxxxx Xxxxx
Title: Senior Vice President
by /s/ G. Xxxxxxx X. Xxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Senior Vice President
C-SQUARED CDO LTD.,
by TCW ADVISORS, INC., as its
Portfolio Manager,
by /s/ G. Xxxxxx Xxxxx
---------------------------------
Name: Xxxxxx Xxxxx
Title: Senior Vice President
TCW SELECT LOAN FUND, LIMITED
by TCW ADVISORS, INC., as its
Collateral Manager,
by /s/ G. Xxxxxx Xxxxx
---------------------------------
Name: Xxxxxx Xxxxx
Title: Senior Vice President
by /s/ G. Xxxxxxx X. Xxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Senior Vice President
54
SEQUILS IV, LTD.,
by TCW ADVISORS, INC., as its
Collateral Manager,
by /s/ G. Xxxxxx Xxxxx
---------------------------------
Name: Xxxxxx Xxxxx
Title: Senior Vice President
by /s/ G. Xxxxxxx X. Xxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Senior Vice President
TUSCANY CDO, LIMITED,
by PPM AMERICA, INC., as Collateral
Manager,
by /s/ Xxxxx Xxxxxx
---------------------------------
Name: Xxxxx Xxxxxx
Title: Managing Director
TRUMBULL THC, LTD.,
by
/s/ Xxx Xxxxxxxx
--------------------------------------
Name: Xxx Xxxxxxxx
Title: Attorney-in-Fact
TRS CALLISTO, LLC,
by /s/ Xxxxxxx X'Xxxxxx
--------------------------------------
Name: Xxxxxxx X'Xxxxxx
Title: Vice President
55
TRS ARIA, LLC,
by
/s/ Xxxxxxx X'Xxxxxx
--------------------------------------
Name: Xxxxxxx X'Xxxxxx
Title: Vice President
TORONTO DOMINION (NEW YORK),
INC.,
by
/s/ Xxxxxxxx Xxxxxxx
--------------------------------------
Name: Xxxxxxxx Xxxxxxx
Title: Vice President
THE BANK OF NOVA SCOTIA,
by
/s/ X. Xxxxxx
--------------------------------------
Name: X. Xxxxxx
Title: Assistant Agent
VENTURE CDO 2002, LIMITED,
by MJX ASSET MANAGEMENT
LLC, as its investment advisor
by /s/ Xxxxxx Xxxxx
---------------------------------
Name: Xxxxxx Xxxxx
Title: Managing Director
VENTURE II CDO, LIMITED,
by MJX ASSET MANAGEMENT
LLC, as its Investment Advisor,
by /s/ Xxxxxx Xxxxx
---------------------------------
Name: Xxxxxx Xxxxx
Title: Managing Director
56
