FIRST AMENDMENT TO THE RESTRUCTURING AGREEMENT
Exhibit 99.2
EXECUTION COUNTERPART
FIRST AMENDMENT TO THE RESTRUCTURING AGREEMENT
This FIRST AMENDMENT TO THE RESTRUCTURING AGREEMENT (this “Agreement”), dated as of
July 28, 2006, is entered into by and among:
(a) | Satélites Mexicanos, S.A. de C.V. (the “Company”); | ||
(b) | Servicios Corporativos Satelitales, S.A. de C.V. (“Servicios”); | ||
(c) | Loral Skynet Corporation and Loral SatMex Ltd. (collectively, “Loral”); | ||
(d) | Principia, S.A. de C.V. (“Principia” and, together with Loral, the “Supporting Equity Holders”); | ||
(e) | the undersigned beneficial owners (or investment managers or advisors with power to vote or dispose of all or substantially all of the relevant securities on behalf of the beneficial owners) of the Senior Secured Floating Rate Notes due June 30, 2004, identified on Exhibit A-1 hereto (the “Executing FRN Holders”), who together constitute Majority FRN Holders under the Restructuring Agreement (as defined below); and | ||
(f) | the undersigned beneficial owners (or investment managers or advisors with power to vote or dispose of all or substantially all of the relevant securities on behalf of the beneficial owners) of the 10-1/8% Senior Notes due November 1, 2004, identified on Exhibit A-2 hereto (the “Executing Noteholders” and, together with the Supporting Equity Holders and the Executing FRN Holders, the “Executing Holders,” and each, individually, an “Executing Holder”), who together constitute Majority Noteholders under the Restructuring Agreement. |
Reference is made to the Restructuring Agreement (the “Restructuring Agreement”) dated
March 31, 2006 among the Company, Servicios and the Supporting Holders (as defined therein).
Capitalized terms not otherwise defined in this Agreement shall have the meaning ascribed to
them in the Restructuring Agreement.
WHEREAS, the parties hereto desire to amend certain of the provisions the Restructuring
Agreement.
WHEREAS, pursuant to Section 13 of the Restructuring Agreement, Majority Noteholders and
Majority FRN Holders may extend (a)(i) any “Target Date” or (ii) together with the Company, any
“Outside Date” (for a period of up to thirty days) and (b) together with the Company, amend, modify
or supplement certain other terms or conditions of the Restructuring Agreement.
WHEREAS, pursuant to Sections 5A(b) and 13 of the Restructuring Agreement, Loral, Majority
Noteholders, Majority FRN Holders and the Company may amend, modify or supplement certain terms or
conditions relating to Section 5A of the Restructuring Agreement.
NOW, THEREFORE, pursuant to Sections 5A(b) and 13 of the Restructuring Agreement:
Clause 1. Consent to Stipulation Amendment. The parties hereto consent to the
amendment of the Stipulation, Agreement and Order (the “So-Ordered Stipulation”) dated
April 27, 2006, Docket No. 24, entered in the 304 Proceeding solely for the purpose of amending the
date by which the Company must obtain a final and non-appealable order assuming the Loral
Settlement Agreements from “July 24, 2006” to “September 7, 2006.” The Executing FRN Holders
authorize Xxxxxx Xxxxxx Xxxxxxxxx Xxxx and Xxxx LLP to execute on their behalf, and the Executing
Noteholders authorize Akin Gump Xxxxxxx Xxxxx & Xxxx LLP to execute on their behalf, any documents
necessary to effectuate such amendment to the So-Ordered Stipulation. The definition of “304
Stipulation” in the Restructuring Agreement shall be amended solely for the purpose of including
such amendment to the So-Ordered Stipulation.
Clause 2. Certain Amendments to the Restructuring Agreement. The Restructuring
Agreement shall be amended as follows: (the amendments contained in paragraphs F, G, H and I shall
each be effective as of the applicable original Target Date):
A. The definition of “Chapter 11 Filing Deadline” is hereby amended to replace “July 14,
2006” with “August 14, 2006.”
B. The definition of “Outside Date”, with respect to the Concurso Plan Order, is hereby
amended to replace “July 29, 2006” with “August 24, 2006.”
C. “Xxxxxx Xxxxxxx” is hereby added to the list of “Series A, Voting Committee designees (4)”
in Schedule B-1 of the Term Sheet.
D. “or Xxxxxx Xxxxx” is hereby inserted after “Xxxxxxx Xxxxx S.” as an additional designee for
the “Secretary of The Board” in Schedule B-1 of the Term Sheet.
E. The Company shall be permitted to amend, in its discretion, the form of Instrument of
Accession attached as Annex B to the Restructuring Agreement with respect to any transferee of
Securities held by any Supporting FRN Holders or any Supporting Noteholders such that the
transferee is not obligated to be bound to the terms of the Restructuring Agreement with respect to
any Securities it held prior to, or acquired after, (but not in connection with) executing the
Accession Agreement; provided that the foregoing shall not apply to any Security that was
previously bound by the Restructuring Agreement. Any such amended Instrument of Accession shall
suffice for the purposes of Section 5(c) of the Restructuring Agreement.
F. The Target Date of “June 6, 2006” for completion of Target #7, “Approval from the SCT
(i.e. By-laws)” shall become “July 28, 2006.”
G. The Target Date of “July 24, 2006” for completion of Target #10, “Authorization from
COFECO” shall become “on or before the date of entry of the Chapter 11 Plan Order.”
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H. The Target Date of “May 9, 2006” for completion of Target #15, “Request of Servicios
‘quiebra’ to the Mexican Bankruptcy Court” shall become “on or before the date of entry of the
Chapter 11 Plan Order.”
I. The Target Date of “May 17, 2006” for completion of Target #16, “Entering of a ‘quiebra‘
order of Servicios” shall become “on or before the Effective Date.”
J. Satmex will use its commercially reasonable best efforts to have the Chapter 11 Plan
confirmed by the Bankruptcy Court include binding mutual releases for all claims (other than claims
based on fraud, gross negligence, willful misconduct or criminal conduct, or claims or obligations
contained in the Loral Settlement Agreements) by and among Satmex, Servicios, the Supporting Equity
Holders, Loral Space & Communications Ltd., Loral Space & Communications Holdings Corporation
(f/k/a Loral Space & Communications Corporation), Loral Skynet Network Services, Inc., Loral
SpaceCom Corporation, Loral Skynet, a division of Loral SpaceCom Corporation, Space Systems/Loral,
Inc., Loral Space & Communications Inc., and all holders of claims against Satmex. With respect to
Loral’s rights hereunder, this provision is expressly made a part of Section 5A of the
Restructuring Agreement.
Clause 3. Miscellaneous: Except as otherwise explicitly set forth herein, all
provisions of the Restructuring Agreement shall remain in full force and effect in accordance with
their terms, subject to the modifications, amendments and waivers contained in this Agreement.
This Agreement may only be amended in accordance with the provisions of Sections 5(A)(b) and 13 of
the Restructuring Agreement, as applicable, and may be executed in one or more counterparts, each
of which shall be deemed an original and all of which shall constitute one and the same agreement.
This Agreement shall be governed by and construed in accordance with the first paragraph of Section
19 of the Restructuring Agreement. The individual holdings amounts contained on Exhibit A-1 and
Exhibit A-2 shall be delivered on a confidential basis to counsel to the Company by counsel to the
Ad Hoc FRN Committee (with respect to Exhibit A-1) and by counsel to the Ad Hoc Senior Note
Committee (with respect to Exhibit A-2), and counsel to the Company shall not disclose such
individual holdings amounts to any person or entity, including without limitation the Company,
without the prior written consent of each individual holder whose individual holdings amount is
being disclosed; provided, however, that this sentence shall not prevent counsel to
the Company from disclosing the aggregate holdings amount of the Executing FRN Holders or the
aggregate holdings amount of the Executing Noteholders.
[Remainder of Page Left Intentionally Blank]
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IN WITNESS WHEREOF, each of the parties to this Agreement has caused this Agreement to be
executed and delivered by its duly authorized officers as of the date first written above.
Satélites Mexicanos, S.A. de C.V. | ||||||||||||
By: | /s/ Xxxxxxx Xxxxxx Addario | |||||||||||
Name: | Xxxxxxx Xxxxxx Addario | |||||||||||
Title: | EVP Finance & Administration | |||||||||||
Xxxxxxx Xxxxx #86 | ||||||||||||
Col. Lomas xx Xxxxxx | ||||||||||||
Xxxxxx X.X. 00000 Xxxxxx | ||||||||||||
Telephone: | (52) (00) 0000-0000 | |||||||||||
Fax: | (52) (00) 0000-0000 | |||||||||||
By: | /s/ Xxxxxx Xxxxx | |||||||||||
Name: | Xxxxxx Xxxxx | |||||||||||
Title: | General Counsel | |||||||||||
Xxxxxxx Xxxxx #86 | ||||||||||||
Col. Lomas xx Xxxxxx | ||||||||||||
Xxxxxx X.X. 00000 Xxxxxx | ||||||||||||
Telephone: | (52) (00) 0000-0000 | |||||||||||
Fax: | (52) (00) 0000-0000 |
AS TO CLAUSE 2.J ONLY | |||||||||
Servicios Corporativos Satelitales, S.A. de C.V. | |||||||||
By: | /s/ Xxxxxx Xxxxxx Xxxxx Xxxxxx Maza | ||||||||
Name: | Xxxxxx Xxxxxx Xxxxx Xxxxxx Maza | ||||||||
Title: | Attorney-in-fact | ||||||||
Xxxxxxx Xxxxx 00-X | |||||||||
` | Col. Lomas xx Xxxxxx | ||||||||
Xxxxxx X.X. 00000 Xxxxxx | |||||||||
Telephone: | (52) (00) 0000-0000 | ||||||||
Fax: | (52) (00) 0000-0000 |
AS TO CLAUSE 2.J ONLY | ||||||||
Principia, S.A. de C.V. | ||||||||
By: | /s/ Xxxxxx Xxxxxx Xxxxx Xxxxxx Maza | |||||||
Name: | Xxxxxx Xxxxxx Xxxxx Xxxxxx Maza | |||||||
Title: | Attorney-in-fact | |||||||
Xxxxxxx Xxxxx 00-X | ||||||||
Col. Lomas xx Xxxxxx | ||||||||
Xxxxxx X.X. 00000 Xxxxxx | ||||||||
Telephone: | (52) (00) 0000-0000 | |||||||
Fax: | (52) (00) 0000-0000 |
AS TO CLAUSES 1, 2.J AND 3
ONLY Loral Skynet Corporation and Loral SatMex Ltd., (collectively, “Loral”) |
||||||
By: | /s/ Xxxxx Xxxxx
Title: Vice President & Asst. Secretary |
SUPPORTING FRN HOLDER(S): | ||||||
* see below | ||||||
By: | /s/ XXXXXXXX X. XXXXX
Title: AUTHORISED SIGNATORY |
|||||
The above-named Supporting FRN Holder(s) hereby represents that it is the beneficial owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the FRNs held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of, the aggregate principal amount of the FRNs listed next to its name on Exhibit A-1 to this Agreement. |
Contact Person: | Xxxx Xxxxxx | |||
Address: | Canyon Capital Partners | |||
0000 Xxxxxxxx Xxxxxxxxx | ||||
Xxxxxxx Xxxxx, XX 00000 | ||||
Telephone: | 000-000-0000 | |||
Facsimile: | ||||
E-mail: | xxxxxxx@xxxxxxxxxxxxxx.xxx |
* | The Canyon Value Realization Fund (Cayman), Ltd. | |
Canyon Value Realization Fund, L.P. | ||
Canyon Value Realization MAC 18, Ltd. | ||
Institutional Benchmarks Series (Master Feeder) | ||
Limited in Respect of The Centaur Series |
SUPPORTING FRN HOLDER(S): | ||||||
XXXXXX CAPITAL MANAGEMENT, INC, as agent on behalf of certain discretionary accounts |
||||||
By: | /s/ Xxxxx X. Xxxxxxxx
Title: General Counsel & Chief Compliance Officer |
|||||
The above-named Supporting FRN Holder(s) hereby represents that it is the beneficial owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the FRNs held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of, the aggregate principal amount of the FRNs listed next to its name on Exhibit A-1 to this Agreement. |
Contact Person: | Xxxxx X. Xxxxxxxx | |||
Address: | 000 Xxxxx Xxxxxx | |||
00xx Xxxxx | ||||
Xxx Xxxx, XX 00000 | ||||
Telephone: | (000) 000-0000 | |||
Facsimile: | (000) 000-0000 | |||
E-mail: | xxxxxxxxx@xxxxxxxxxxxxx.xxx |
SUPPORTING FRN HOLDER(S): | ||||||
XXXXXX XXXXXXX & CO INCORPORATED | ||||||
By: | /s/ Xxxxx X. Xxxxxxxxx
Title: Managing Director |
|||||
The above-named Supporting FRN Holder(s) hereby represents that it is the beneficial owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the FRNs held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of, the aggregate principal amount of the FRNs listed next to its name on Exhibit A-1 to this Agreement. |
Contact Person: | Xxxxxxxx Xxxxxxx | |||
Address: | 0000 Xxxxxxxx | |||
Xxx Xxxx, Xxx Xxxx 00000 | ||||
Telephone: | 000-000-0000 | |||
Facsimile: | 000-000-0000 | |||
E-mail: | xxxxxxxx.xxxxxxx@xxxxxxxxxxxxx.xxx |
SUPPORTING FRN HOLDER(S): | ||||||
BLACK DIAMOND OFFSHORE, LTD | ||||||
By: Xxxxxxx Capital, L.P., its investment advisor | ||||||
By: Asgard Investment Corp, its general partner | ||||||
By: | /s/ Xxxxx X. Xxxxxxx | |||||
Name: Xxxxx X. Xxxxxxx | ||||||
Title: President | ||||||
The above-named Supporting FRN Holder(s) hereby represents that it is the beneficial owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the FRNs held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of, the aggregate principal amount of the FRNs listed next to its name on Exhibit A-1 to this Agreement. | ||||||
Contact Person: | Xxxxx Xxxx | |||||
Address: | 0000 XxXxxxxx xxx | |||||
Xxx 0000 | ||||||
Xxxxxx,XX 00000 | ||||||
Telephone: | 000-000-0000 | |||||
Facsimile: | 000-000-0000 | |||||
E-mail: | xxxxx@xxxxxxxxxxxxxx.xxx |
SUPPORTING FRN HOLDER(S): | ||||||
DOUBLE BLACK DIAMOND OFFSHORE LDC | ||||||
By: Xxxxxxx Capital, L.P., its investment advisor | ||||||
By: Asgard Investment Corp, its general partner | ||||||
By: | /s/ Xxxxx X. Xxxxxxx | |||||
Name: Xxxxx X. Xxxxxxx | ||||||
Title: President | ||||||
The above-named Supporting FRN Holder(s) hereby represents that it is the beneficial owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the FRNs held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of, the aggregate principal amount of the FRNs listed next to its name on Exhibit A-1 to this Agreement. | ||||||
Contact Person: | Xxxxx Xxxx | |||||
Address: | 0000 XxXxxxxx xxx. | |||||
Xxx 0000 | ||||||
Xxxxxx,XX 00000 | ||||||
Telephone: | 000-000-0000 | |||||
Facsimile: | 000-000-0000 | |||||
E-mail: | xxxxx@xxxxxxxxxxxxxx.xxx |
SUPPORTING FRN HOLDER(S): | |||||
Cedarview Capital Management, LP | |||||
By: | /s/ Xxxxxx Xxxxxxxxx | ||||
Name: Xxxxxx Xxxxxxxxx | |||||
Title: Managing Partner | |||||
The above-named Supporting FRN Holder(s) hereby represents that it is the beneficial owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the FRNs held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of, the aggregate principal amount of the FRNs listed next to its name on Exhibit A-1 to this Agreement. | |||||
Contact Person: | Xxxxxx XxXxxxxx | ||||
Address: | 000 Xxxxxxxxx Xxxxxx, | ||||
00xx Xxxxx | |||||
Xxx Xxxx, XX 00000 | |||||
Telephone: | (000) 000-0000 | ||||
Facsimile: | (000)000-0000 | ||||
E-mail: | xxxxxxxxx@xxxxxxxxxxxxxxxx.xxx |
SUPPORTING FRN HOLDER(S): | ||||||
Clinton Group, Inc. as Investment Manager for and on behalf of | ||||||
CLINTON MULTISTRATEGY MASTERFUND, LTD | ||||||
By: | /s/ Xxxxxxx X’Xxxxxx | |||||
Name: Xxxxxxx X’Xxxxxx | ||||||
Title: Portfolio Manager | ||||||
The above-named Supporting FRN Holder(s) hereby represents that it is the beneficial owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the FRNs held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of, the aggregate principal amount of the FRNs listed next to its name on Exhibit A-1 to this Agreement. | ||||||
Contact Person: | Xxxxxxx X’Xxxxxx | |||||
Address: | Clinton Group, Inc. | |||||
0 Xxxx 00xx Xxxxxx, 00xx Xxx. | ||||||
Xxx Xxxx, XX 00000 | ||||||
Telephone: | 000-000-0000 | |||||
Facsimile: | 000-000-0000 | |||||
E-mail: | vdarp@clinton. com |
SUPPORTING FRN HOLDER(S):
CONTINENTAL CASUALTY COMPANY
By:
|
/s/ Xxxxxx X. Xxxxx
|
|||
Title: Authorized Signatory |
The above-named Supporting FRN Holder(s) hereby represents that it is the beneficial owner
and/or investment advisor or manager (with the power to vote and dispose of all or substantially
all of the FRNs held on behalf of their beneficial owner) of discretionary accounts for holders
of beneficial owners of, the aggregate principal amount of the FRNs listed next to its name on
Exhibit A-l to this Agreement.
Contact Person:
|
Xxxxxxx Xxxxxx | |
Address:
|
000 Xxxxx Xxxxxx Xxxxxx | |
Xxxxxxx, XX 00000 | ||
Telephone:
|
000-000-0000 | |
Facsimile:
|
000-000-0000 | |
E-mail:
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xxxxxxx.xxxxxx@xxx.xxx |
SUPPORTING FRN HOLDER(S):
Greenwich International, Ltd.
By:
|
/s/ Xxxxxxx X. Xxxxxxx
|
|||
Title: Managing Director |
The above-named Supporting FRN Holder(s) hereby represents that it is the beneficial owner
and/or investment advisor or manager (with the power to vote and dispose of all or substantially
all of the FRNs held on behalf of their beneficial owner) of discretionary accounts for holders of
beneficial owners of, the aggregate principal amount of the FRNs listed next to its name on Exhibit
A-l to this Agreement.
Contact Person:
|
Xxxxxxxx Gorrilies | |
Address:
|
000 Xxxxxxxxx Xxxx | |
Xxxxxxxxx, Xx. 00000 | ||
Telephone:
|
000-000-0000 | |
Facsimile:
|
000-000-0000 | |
E-mail:
|
xxxxxxxx.xxxxxxxxx@xxxxx.xxx |
SUPPORTING FRN HOLDER(S):
POLYGON GLOBAL OPPORTUNITIES MASTER FUND
By
|
Polygon Investment Partners, LLP, | |||
as Investment Adviser | ||||
By:
|
/s/ Xxxx Xxxxxxx
|
|||
Title: Principal |
The above-named Supporting FRN Holder(s) hereby represents that it is the beneficial owner and/or
investment advisor or manager (with the power to vote and dispose of all or substantially all of
the FRNs held on behalf of their beneficial owner) of discretionary accounts for holders of
beneficial owners of, the aggregate principal amount of the FRNs listed next to its name on Exhibit
A-l to this Agreement.
Contact Person:
|
Xxxxx Xxxxx | |
Address:
|
000 Xxxxxxx Xxx | |
XX, XX 00000 | ||
Telephone:
|
000-000-0000 | |
Facsimile: |
||
E-mail:
|
xxxxxx@xxxxxxxxxx.xxx |
SUPPORTING FRN HOLDER(S):
TACONIC
CAPITAL ADVISORS, LLC
By:
|
/s/ Xxxxxx Xxxxxx
|
|||
Title: Principal |
The above-named Supporting FRN Holder(s) hereby represents that it is the beneficial owner and/or
investment advisor or manager (with the power to vote and dispose of all or substantially all of
the FRNs held on behalf of their beneficial owner) of discretionary accounts for holders of
beneficial owners of, the aggregate principal amount of the FRNs listed next to its name on Exhibit
A-l to this Agreement.
Contact Person:
|
Xxxx Xxxxx | |
Address:
|
Taconic Capital Advisors | |
000 Xxxx Xxxxxx, 0xx Xx | ||
Xxx Xxxx, XX 00000 | ||
Telephone:
|
000-000-0000 | |
Facsimile:
|
000-000-0000 | |
E-mail:
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xxxxxx@xxxxxxxxxx.xxx |
SUPPORTING FRN HOLDER(S):
RESOLUTION MASTER FUND L.P.
By:
|
/s/ Xxx Xxxxxxx
|
|||
Title: Managing Director |
The above-named Supporting FRN Holder(s) hereby represents that it is the
beneficial owner and/or investment advisor or manager (with the power to vote and dispose of all
or substantially all of the FRNs held on behalf of their beneficial owner) of discretionary
accounts for holders of beneficial owners of, the aggregate principal amount of the FRNs listed
next to its name on Exhibit A-l to this Agreement.
Contact Person:
|
Xxxxxxx Xxxxxxx | |
Address:
|
000 Xxxxx Xxx | |
00xx Xxxxx | ||
Xxx Xxxx, XX 00000 | ||
Telephone:
|
000-000-0000 | |
Facsimile:
|
000-000-0000 | |
E-mail:
|
xxxxxxxx@xxxxxxxxxxxxxxx.xxx |
SUPPORTING NOTEHOLDER(S): | ||||||
XXXXXX CAPITAL
MANAGEMENT, INC, as agent on behalf of certain discretionary accounts |
||||||
By: | /s/ Xxxxx X. Xxxxxxxx | |||||
Name: | Xxxxx X. Xxxxxxxx | |||||
Title: | General Counsel & | |||||
Chief Compliance Officer | ||||||
Xxxxxx Capital Management, Inc. hereby represents that it is the beneficially owner and/or investment advisor or manager/with the power to vote and dispose of all or substantially all of the Senior Notes held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of the aggregate principal amount of the Senior Notes listed next to its name on Exhibit A-2 to this Agreement. | ||||||
Contact Person: | Xxxxx X. Xxxxxxxx | |||
Address: | 000 Xxxxx Xxxxxx | |||
00xx Xxxxx | ||||
Xxx Xxxx, XX 00000 | ||||
Telephone: | (000) 000-0000 | |||
Facsimile: | (000) 000-0000 | |||
E-mail: | xxxxxxxxx@xxxxxxxxxxxxx.Xxx |
ATLANTIC PACIFIC MANAGEMENT GROUP LLC |
||||||
By: | /s/ Xxx X. Xxxxxxxx | |||||
Name: | Xxx X. Xxxxxxxx | |||||
Title: | Managing Director | |||||
Indian Harbor Capital Management | ||||||
Advisor of Account | ||||||
Atlantic Pacific Management Group LLC hereby represents that it is the beneficially owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the Senior Notes held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of the aggregate principal amount of the Senior Notes listed next to its name on Exhibit B to this Agreement. |
Contact Person: | Xxxxx Xxxx | |||
Address: | c/o Gramercy Advisors LLC | |||
00 Xxxxxx Xxxxxx | ||||
Xxxxxxxxx, XX 00000 | ||||
Telephone: | (000) 000-0000 | |||
Facsimile: | (000) 000-0000 | |||
E-mail: | xxxxx@xxxxxxxx.xxx |
LPETE LLC | ||||||
By: | /s/ Xxx X. Xxxxxxxx | |||||
Name: | Xxx X. Xxxxxxxx | |||||
Title: | President | |||||
LPETE LLC | ||||||
LPETE LLC hereby represents that it is the beneficially owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the Senior Notes held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of the aggregate principal amount of the Senior Notes listed next to its name on Exhibit B to this Agreement. |
Contact Person: | Xxxxx Xxxx | |||
Address: | c/o Gramercy Advisors LLC | |||
00 Xxxxxx Xxxxxx | ||||
Xxxxxxxxx, XX 00000 | ||||
Telephone: | (000) 000-0000 | |||
Facsimile: | (000) 000-0000 | |||
E-mail: | xxxxx@xxxxxxxx.xxx |
SSGDP LLC | ||||||
By: | /s/ Xxx X. Xxxxxxxx | |||||
Name: | Xxx X. Xxxxxxxx | |||||
Title: | President SSGDP LLC |
|||||
SSGDP LLC hereby represents that it is the beneficially owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the Senior Notes held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of the aggregate principal amount of the Senior Notes listed next to its name on Exhibit B to this Agreement. | ||||||
Contact Person: | Xxxxx Xxxx | |||||
Address: | c/o Gramercy Advisors LLC | |||||
00 Xxxxxx Xxxxxx | ||||||
Xxxxxxxxx, XX 00000 | ||||||
Telephone: | (000) 000-0000 | |||||
Facsimile: | (000) 000-0000 | |||||
E-mail: | xxxxx@xxxxxxxx.xxx |
DRALLI LLC | ||||||
By: | /s/ Xxx X. Xxxxxxxx | |||||
Name: | Xxx X. Xxxxxxxx | |||||
Title: | Managing Director | |||||
Gramercy Investment Management | ||||||
LLC, Sole Manager of the Company | ||||||
DRALLI LLC hereby represents that it is the beneficially owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the Senior Notes held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of the aggregate principal amount of the Senior Notes listed next to its name on Exhibit B to this Agreement. | ||||||
Contact Person: | Xxxxx Xxxx | |||||
Address: | c/o Gramercy Advisors LLC | |||||
00 Xxxxxx Xxxxxx Xxxxxxxxx, XX 00000 |
||||||
Telephone: | (000) 000-0000 | |||||
Facsimile: | (000) 000-0000 | |||||
E-mail: | xxxxx@xxxxxxxx.xxx |
GRAMERCY EMERGING MARKETS FUND | ||||||
By: | /s/ Xxx X. Xxxxxxxx | |||||
Name: | Xxx X. Xxxxxxxx | |||||
Title: | Director | |||||
Gramercy Emerging Markets Fund | ||||||
Gramercy Emerging Markets Fund hereby represents that it is the beneficially owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the Senior Notes held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of the aggregate principal amount of the Senior Notes listed next to its name on Exhibit B to this Agreement. | ||||||
Contact Person: | Xxxxx Xxxx | |||||
Address: | c/o Gramercy Advisors LLC | |||||
00 Xxxxxx Xxxxxx Xxxxxxxxx, XX 00000 |
||||||
Telephone: | (000) 000-0000 | |||||
Facsimile: | (000) 000-0000 | |||||
E-mail: | xxxxx@xxxxxxxx.xxx |
HFR EM SELECT MASTER TRUST | ||||||
By: | /s/ Xxx X. Xxxxxxxx | |||||
Name: Xxx X. Xxxxxxxx | ||||||
Title: Co-Managing Partner, Gramercy | ||||||
Advisors
by Power of Attorney |
||||||
HFR EM Select Master Trust hereby represents that it is the beneficially owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the Senior Notes held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of the aggregate principal amount of the Senior Notes listed next to its name on Exhibit B to this Agreement. | ||||||
Contact Person: | Xxxxx Xxxx | |||||
Address: | c/o Gramercy Advisors LLC | |||||
00 Xxxxxx Xxxxxx Xxxxxxxxx, XX 00000 |
||||||
Telephone: | (000) 000-0000 | |||||
Facsimile: | (000) 000-0000 | |||||
E-mail: | xxxxx@xxxxxxxx.xxx |
KAPALI LLC | ||||||
By: | /s/ Xxx X. Xxxxxxxx | |||||
Name: | Xxx X. Xxxxxxxx | |||||
Title: | President | |||||
KAPALI LLC | ||||||
KAPALI LLC hereby represents that it is the beneficially owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the Senior Notes held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of the aggregate principal amount of the Senior Notes listed next to its name on Exhibit B to this Agreement. | ||||||
Contact Person: | Xxxxx Xxxx | |||||
Address: | c/o Gramercy Advisors LLC | |||||
00 Xxxxxx Xxxxxx | ||||||
Xxxxxxxxx, XX 00000 | ||||||
Telephone: | (000) 000-0000 | |||||
Facsimile: | (000) 000-0000 | |||||
E-mail: | xxxxx@xxxxxxxx.xxx |
LMC RECOVERY FUND LLC | ||||||
By: | /s/ Xxx X. Xxxxxxxx | |||||
Name: | Xxx X. Xxxxxxxx | |||||
Title: | Co-Managing Partner | |||||
Gramercy Advisors LLC | ||||||
Investment Manager of Account | ||||||
LMC Recovery Fund LLC hereby represents that it is the beneficially owner and/or investment advisor or manager (with the power to vote and dispose of all or substantially all of the Senior Notes held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of the aggregate principal amount of the Senior Notes listed next to its name on Exhibit B to this Agreement. | ||||||
Contact Person: | Xxxxx Xxxx | |||||
Address: | c/o Gramercy Advisors LLC | |||||
00 Xxxxxx Xxxxxx | ||||||
Xxxxxxxxx, XX 00000 | ||||||
Telephone: | (000) 000-0000 | |||||
Facsimile: | (000) 000-0000 | |||||
E-mail: | xxxxx@xxxxxxxx.xxx |
PALLMALL LLC
By: | /s/ Xxx X. Xxxxxxxx | |||||
Name: | Xxx X. Xxxxxxxx | |||||
Title: | President | |||||
PALLMALL LLC |
PALLMALL LLC hereby represents that it is the beneficially owner and/or investment advisor or
manager (with the power to vote and dispose of all or substantially all of the Senior Notes held on
behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of the
aggregate principal amount of the Senior Notes listed next to its name on Exhibit B to this
Agreement.
Contact Person:
|
Xxxxx Xxxx | |
Address:
|
c/o Gramercy Advisors LLC | |
00 Xxxxxx Xxxxxx | ||
Xxxxxxxxx, XX 00000 | ||
Telephone:
|
(000) 000-0000 | |
Facsimile:
|
(000) 000-0000 | |
E-mail:
|
xxxxx@xxxxxxxx.xxx |
UVIADO LLC
By: | /s/ Xxx X. Xxxxxxxx | |||||
Name: | Xxx X. Xxxxxxxx | |||||
Title: | President | |||||
UVIADO LLC |
UVIADO LLC hereby represents that it is the beneficially owner and/or investment advisor or manager
(with the power to vote and dispose of all or substantially all of the Senior Notes held on behalf
of their beneficial owner) of discretionary accounts for holders of beneficial owners of the
aggregate principal amount of the Senior Notes listed next to its name on Exhibit B to this
Agreement.
Contact Person:
|
Xxxxx Xxxx | |
Address:
|
c/o Gramercy Advisors LLC | |
00 Xxxxxx Xxxxxx | ||
Xxxxxxxxx, XX 00000 | ||
Telephone:
|
(000) 000-0000 | |
Facsimile:
|
(000) 000-0000 | |
E-mail:
|
xxxxx@xxxxxxxx.xxx |
GRNPARK LLC
By: | /s/ Xxx X. Xxxxxxxx | |||||
Name: | Xxx X. Xxxxxxxx | |||||
Title: | President | |||||
GRNPARK LLC |
GRNPARK LLC hereby represents that it is the beneficially owner and/or investment advisor or
manager (with the power to vote and dispose of all or substantially all of the Senior Notes held on
behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of the
aggregate principal amount of the Senior Notes listed next to its name on Exhibit B to this
Agreement.
Contact Person:
|
Xxxxx Xxxx | |
Address:
|
c/o Gramercy Advisors LLC | |
00 Xxxxxx Xxxxxx | ||
Xxxxxxxxx, XX 00000 | ||
Telephone:
|
(000) 000-0000 | |
Facsimile:
|
(000) 000-0000 | |
E-mail:
|
xxxxx@xxxxxxxx.xxx |
KADESI LLC
By: | /s/ Xxx X. Xxxxxxxx | |||||
Name: | Xxx X. Xxxxxxxx | |||||
Title: | President | |||||
KADESI LLC |
KADESI LLC LLC hereby represents that it is the beneficially owner and/or investment advisor or
manager (with the power to vote and dispose of all or substantially all of the Senior Notes held on
behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of the
aggregate principal amount of the Senior Notes listed next to its name on Exhibit B to this
Agreement.
Contact Person:
|
Xxxxx Xxxx | |
Address:
|
c/o Gramercy Advisors LLC | |
00 Xxxxxx Xxxxxx | ||
Xxxxxxxxx, XX 00000 | ||
Telephone:
|
(000) 000-0000 | |
Facsimile:
|
(000) 000-0000 | |
E-mail:
|
xxxxx@xxxxxxxx.xxx |
HARBINGER CAPITAL PARTNERS
MASTER FUND I, LTD.
(f/k/a XXXXXXX DISTRESSED INVESTMENT
MASTER FUND, LTD.)
MASTER FUND I, LTD.
(f/k/a XXXXXXX DISTRESSED INVESTMENT
MASTER FUND, LTD.)
By:
|
Harbinger Capital Partners Offshore | |
Manager, LLC, as investment manager |
By:
|
/s/ Xxxxxx X. Xxxxxxx
|
|||
Title: Senior Managing Director |
Harbinger Capital Partners Master Fund I, Ltd. (f/k/a Xxxxxxx Distressed Investment Master Fund,
Ltd.) hereby represents that it is the beneficially owner and/or investment advisor or manager
(with-the power to vote and dispose of all or substantially all of the Senior Notes held on behalf
of their beneficial owner) of discretionary accounts for holders of beneficial owners of the aggregate
principal amount of the Senior Notes listed next
to its name on Exhibit B to this Agreement.
Contact Person:
|
Xxxxxx X. Xxxxxxx |
|
Address:
|
Harbinger Capital Partners | |
000 Xxxxxxx Xxxxxx, 00xx Xxxxx | ||
Xxx Xxxx, XX 00000 | ||
Telephone:
|
(000) 000-0000 | |
Facsimile:
|
(000) 000-0000 | |
E-mail:
|
xxxxxxxx@xxxxxxx.xxx |
W/ copy to:
Xxx Xxxxxxxxxx Xxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000
Attn: Legal Department
Xxxxxxxxxx, XX 00000
Attn: Legal Department
[Form of Signature Block for Noteholder] | ||||||
XXXXXX XXXXXXX & CO. INCORPORATED | ||||||
By: | /s/ Xxxxx X.Xxxxxxxxx | |||||
Name: Xxxxx X.Xxxxxxxxx | ||||||
Title: Managing Director | ||||||
Xxxxxx Xxxxxxx & Co. Incorporated hereby represents that it is the beneficially owner and/or investment advisor or manager/with the power to vote and dispose of all or substantially all of the Senior Notes held on behalf of their beneficial owner) of discretionary accounts for holders of beneficial owners of the aggregate principal amount of the Senior Notes listed next to its name on Exhibit A-2 to this Agreement. |
Contact Person: | Xxxxxxxx Xxxxxxx | |||
Address: | 0000 Xxxxxxxx | |||
Xxx Xxxx, Xxx Xxxx 00000 | ||||
Telephone: | 000-000-0000 | |||
Facsimile: | 000-000-0000 | |||
E-mail: | xxxxxxxx.xxxxxxx@xxxxxxxxxxxxx.xxx |