CONFORMED COPY AMENDMENT NO. 6 TO THE CREDIT AGREEMENT AMENDMENT No. 6 dated as of September 26, 2001 to the Credit Agreement dated as of July 23, 1998 (as heretofore amended, the "CREDIT AGREEMENT") among LYONDELL CHEMICAL COMPANY, the LENDERS party...
EXHIBIT 4.8(c)
CONFORMED COPY
AMENDMENT NO. 6 TO THE CREDIT AGREEMENT
AMENDMENT No. 6 dated as of September 26, 2001 to the Credit Agreement
dated as of July 23, 1998 (as heretofore amended, the "CREDIT AGREEMENT") among
LYONDELL CHEMICAL COMPANY, the LENDERS party thereto, the DOCUMENTATION AGENTS
party thereto, XXXXXX GUARANTY TRUST COMPANY OF NEW YORK, as Administrative
Agent and DLJ CAPITAL FUNDING, INC., as Syndication Agent.
The parties hereto agree as follows:
SECTION 1. Defined Terms; References. Unless otherwise specifically defined
herein, each term used herein which is defined in the Credit Agreement has the
meaning assigned to such term in the Credit Agreement. Each reference to
"hereof", "hereunder", "herein" and "hereby" and each other similar reference
and each reference to "this Agreement" and each other similar reference
contained in the Credit Agreement shall, after this Amendment becomes effective,
refer to the Credit Agreement as amended hereby.
SECTION 2. Amendments.
(a) The definition of "Adjusted EBITDA" in Section 1.01 of the Credit
Agreement is amended to read in its entirety as follows:
"ADJUSTED EBITDA" means, for any period, the sum of (i) the EBITDA of
the Non-JV Group for such period, adjusted to exclude the effect of one
time charges incurred in connection with (A) the Acquisition and subsequent
Asset Sales (other than a TDI Sale) in an aggregate amount not exceeding
$250,000,000, (B) a TDI Sale and (C) the TDI Restructuring in an amount not
exceeding $80,000,000, plus (ii) the Distributable Cash Flow of all
Borrower Joint Ventures and non-wholly owned Subject Assets Transferees for
such period.
(b) The initial definition of "Margin" in the Pricing Schedule of the
Credit Agreement is amended by the addition of the phrase "the sum of 0.50% per
annum plus" after the phrase "`Margin' means."
(c) The following new definition is added to Section 1.01 of the Credit
Agreement in its appropriate alphabetical position:
"TDI RESTRUCTURING" means (i) actions taken by the Borrower to
reorganize and streamline its Isocyanates business, including the shutdown
of the Borrower's aliphatics diisocyanates manufacturing facility located
at its Lake Charles, Louisiana facility and the restructuring of the
remaining toluene diisocyanates business at the Lake Charles, Louisiana
facility, and (ii) any reduction in the Borrower's workforce, any
demolition, remediation or reclamation, or any termination or amendment of
feedstock, energy,
supply or other contracts, in each case resulting from the activity
described in clause (i) above.
(d) The parenthetical phrase "(other than (i) the Acquisition and (ii) a
TDI Sale)" appearing in Section 1.02(c) of the Credit Agreement is amended to
read as follows:
(other than (i) the Acquisition, (ii) a TDI Sale and (iii) the TDI
Restructuring)
(e) Section 5.11 of the Credit Agreement is amended to read in its entirety
as follows:
SECTION 5.11. Adjusted Debt to Adjusted EBITDA. At any date during each
period set forth below, the ratio of (i) Adjusted Debt at such date to (ii)
Adjusted EBITDA for the period of four consecutive Fiscal Quarters most recently
ended on or prior to such date will not exceed the ratio set forth below
opposite such period:
PERIOD RATIO
------ -----
June 30, 2001 - September 29, 2001 6.00
September 30, 2001 - December 30, 2001 7.50
December 31, 2001 - June 29, 2002 9.00
June 30, 2002 - September 29, 2002 7.75
September 30, 2002 - December 30, 2002 6.75
December 31, 2002 - March 30, 2003 5.75
March 31, 2003 - June 29, 2003 4.50
June 30, 2003 - December 30, 2003 4.25
December 31, 2003 - March 30, 2004 4.00
At all times thereafter 3.00
(f) Section 5.12 of the Credit Agreement is amended to read in its entirety
as follows:
SECTION 5.12. Fixed Charge Coverage Ratio. At the end of each Fiscal
Quarter ending during each period set forth below, the Fixed Charge Coverage
Ratio will not be less than the ratio set forth below opposite such period:
PERIOD RATIO
------ -----
January 1, 2001 - June 30, 2001 1.50
July 1, 2001 - September 30, 2001 1.25
October 1, 2001 - March 31, 2002 1.10
April 1, 2002 - June 30, 2002 1.25
July 1, 2002 - September 30, 2002 1.40
October 1, 2002 - December 31, 2002 1.60
January 1, 2003 - March 31, 2003 1.85
April 1, 2003 - June 30, 2003 2.00
July 1, 2003 - September 30, 2003 2.15
At any time thereafter 2.60
2
(g) The figure "$375,000,000" in Section 5.13(i) of the Credit Agreement is
changed to "$175,000,000".
(h) Section 5.13(iv) of the Credit Agreement is amended to read as follows:
(iv) the amount by which Consolidated Net Worth shall have been
reduced by reason of one-time charges and/or losses in connection with (A)
a TDI Sale and (B) the TDI Restructuring in an amount not exceeding
$80,000,000.
SECTION 3. Governing Law. This Amendment shall be governed by and construed
in accordance with the laws of the State of New York.
SECTION 4. Counterparts. This Amendment may be signed in any number of
counterparts, each of which shall be an original, with the same effect as if the
signatures thereto and hereto were upon the same instrument.
SECTION 5. Effectiveness. This Amendment shall become effective on the
first date (the "AMENDMENT 6 EFFECTIVE DATE") on which the Administrative Agent
shall have received:
(a) counterparts hereof signed by each of the Required Lenders and the
Borrower (or, in the case of any party as to which an executed counterpart shall
not have been received, the Administrative Agent shall have received in form
satisfactory to it telegraphic, telex or other written confirmation from such
party of execution of a counterpart hereof by such party); and
(b) receipt by each of the Agents, the Arranger and the Co-Arrangers of
payment of all amendment fees, other costs, fees and expenses (including,
without limitation, reasonable legal fees and expenses for which invoices shall
have been submitted to the Borrower) and other compensation payable to any of
the foregoing on or prior to the Amendment 6 Effective Date in connection with
the Loan Documents.
Promptly after the Amendment 6 Effective Date occurs, the Administrative
Agent shall notify the Borrower, the other Agents and the Lenders thereof, and
such notice shall be conclusive and binding on all parties hereto.
3
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the date first above written.
LYONDELL CHEMICAL COMPANY
By: /s/ Xxxxx X. Xxxxxxxxx
-------------------------------
Title: Vice President and Treasurer
XXXXXX GUARANTY TRUST
COMPANY OF NEW YORK, as
Administrative Agent and as Lender
By: /s/ Xxxxx Xxxxxxxx
------------------------
Title: Managing Director
CREDIT SUISSE FIRST BOSTON
(formerly known as DLJ Capital Funding,
Inc.), as Syndication Agent and as Lender
By: /s/ Xxxx X. Xxxxx
------------------------
Title:Vice President
By: /s/ Xxxxxxx Xxxxx
------------------------
Title: Assistant Vice President
BANK OF AMERICA, N.A., as
Documentation Agent and as Lender
By: /s/ Xxxxxxx X. Xxxxxx
------------------------
Title: Managing Director
THE CHASE MANHATTAN BANK, as
Documentation Agent
By: /s/ Xxxxx Xxxxxxxx
------------------------
Title: Managing Director
CITIBANK, N.A., as Documentation
Agent and as Lender
By: /s/ Xxxxxxx X. Xxxxxxxx
------------------------
Title: Managing Director
ABN AMRO BANK N.V.
By:
------------------------
Name:
Title:
By:
------------------------
Name:
Title:
ADDISON CDO, Limited (Acct 1279)
By: Pacific Investment Management
Company LLC, as its Investment
Advisor
By:
------------------------
Name:
Title:
AERIES FINANCE-II LTD.
By: INVESCO Senior Secured
Management, Inc. as Sub-Managing
Agent
By: /s/ Xxxxxx Xxxxxxx
------------------------
Title: Authorized Signatory
AIM FLOATING RATE FUND
By: INVESCO Senior Secured
Management, Inc. as attorney in fact
By: /s/ Xxxxxx Xxxxxxx
------------------------
Title: Authorized Signatory
AIMCO CDO SERIES 2000-A
By: /s/ Xxxxx X. Xxxxxxx
------------------------
Title: Authorized Signatory
By: /s/ Xxxxxxxx X. Xxxxxx
------------------------
Title: Authorized Signatory
ALLSTATE LIFE INSURANCE
COMPANY
By: /s/ Xxxxx X. Xxxxxxx
------------------------
Title: Authorized Signatory
By: /s/ Xxxxxxxx X. Xxxxxx
------------------------
Title: Authorized Signatory
AMARA-1 FINANCE, LTD.
By: INVESCO Senior Secured
Management, Inc., as Subadviser
By: /s/ Xxxxxx Xxxxxxx
------------------------
Title: Authorized Signatory
AMARA-2 FINANCE, LTD.
By: INVESCO Senior Secured
Management, Inc., as Subadviser
By: /s/ Xxxxxx Xxxxxxx
------------------------
Title: Authorized Signatory
APEX (IDM) CDO I, LTD.
By: /s/ Xxxxxxx X. Xxxxx
------------------------
Title: Director
ARAB BANK PLC
By: /s/ Xxxxx Xxxxxx
------------------------
Title: Vice President
ARCHIMEDES FUNDING II, LTD
By: ING Capital Advisors, LLC
as Collateral Manager
By: /s/ Xxxx X. Xxxxxx CFA
------------------------
Title: Vice President
ARCHIMEDES FUNDING III, LTD.
By: ING Capital Advisors LLC
as Collateral Manager
By:/s/ Xxxx X. Xxxxxx CFA
------------------------
Title: Vice President
ARES III CLO LTD.
By: Ares CLO Management LLC
By: /s/ Xxxxx X. Xxxxx
------------------------
Title: Vice President
ARES IV CLO LTD.
By: Ares CLO Management IV, L.P.,
Investment Manager
By: Ares CLO XX XX, LLC, Its Managing
Member
By: /s/ Xxxxx X. Xxxxx
------------------------
Title: Vice President
ARES LEVERAGED INVESTMENT
FUND II, L.P.
By: Ares Management II, L.P., its General
Partner
By: /s/ Xxxxx X. Xxxxx
------------------------
Title: Vice President
ATHENA CDO, Limited (Acct 1277)
By: Pacific Investment Management
Company LLC, as its Investment
Manager
By: /s/ Xxxxx X. Xxxxxxxxxx
------------------------
Title: Executive Vice President
AVALON CAPITAL LTD.
By: INVESCO Senior Secured
Management, Inc. as Portfolio Advisor
By: /s/ Xxxxxx Xxxxxxx
------------------------
Title: Authorized Signatory
AVALON CAPITAL LTD. 2
By: INVESCO Senior Secured
Management, Inc. as Portfolio Advisor
By: /s/ Xxxxxx Xxxxxxx
------------------------
Title: Authorized Signatory
BALANCED HIGH-YIELD FUND II,
LTD.
By: ING Capital Advisors LLC,
as Asset Manager
By: /s/ Xxxx X. Xxxxxx CFA
------------------------
Title: Vice President
BANK LEUMI USA
By: /s/ Xxxxx Xxx Hong
------------------------
Title: Vice President
BANK OF CANTON OF CALIFORNIA
By: /s/ Xxx X. Xxx
------------------------
Title: SVP & Sr. Credit Officer
THE BANK OF NEW YORK
By: /s/ Xxxx X. Yarcey
------------------------
Title: Senior Vice President
THE BANK OF NOVA SCOTIA
By: /s/ M.D. Xxxxx
------------------------
Title: Agent Operations
THE BANK OF TOKYO-MITSUBISHI
LTD., HOUSTON AGENCY
By:
------------------------
Name:
Title:
BANK ONE, NA (formerly known as The
First National Bank of Chicago)
By: /s/ Xxxxxx X. Xxxxx
------------------------
Title: Vice President
BANK POLSKA KASA OPIEKI S.A.
NEW YORK BRANCH
By: /s/ Xxxxx X. Xxxxx
------------------------
Title: Vice President
BANKBOSTON, N.A.
By:
------------------------
Name:
Title:
BANKERS TRUST COMPANY
By:
------------------------
Name:
Title:
BNP PARIBAS
By:
------------------------
Name:
Title:
By:
------------------------
Name:
Title:
BARCLAYS BANK PLC
By: /s/ Xxxxxxxx X. Xxxx
------------------------
Title: Director
XXXXXXXXX PARK, CBO I
By: General Re-New England Asset
Management Inc., as Collateral Manager
By:
------------------------
Name:
Title:
BATTERY PARK CDO, LTD
By: Nomura Corporate Research and Asset
Management Inc. as Investment Advisor
By:
------------------------
Name:
Title:
BAYERISCHE HYPO-UND
VEREINSBANK AG NEW YORK
BRANCH
By: /s/ Xxxx X. Xxxxxx
------------------------
Title: Director
By: /s/ Xxxxx X. Xxxxxxx
------------------------
Title: Associate Director
BHF (USA) CAPITAL CORPORATION
By:
------------------------
Name:
Title:
By:
------------------------
Name:
Title:
CAPTIVA FINANCE LTD.
By: /s/ Xxxx Xxxxxxx
------------------------
Title: Director
CAPTIVA II FINANCE LTD.
By: /s/ Xxxx Xxxxxxx
------------------------
Title: Director
CAPTIVA III FINANCE, LTD. (Acct. 275),
as advised by Pacific Investment
Management Company LLC
By: /s/ Xxxxx Xxxx
------------------------
Title: Director
CAPTIVA IV FINANCE, LTD. (Acct.
1275), as advised by Pacific Investment
Management Company
By: /s/ Xxxxx Xxxx
------------------------
Title: Director
CARAVELLE INVESTMENT FUND, LLC
By: Caravelle Advisors
By:
------------------------
Name:
Title:
CARILLON HOLDING, LIMITED
By:/s/ Xxxxx X. Xxxxxxxxx
------------------------
Title: Senior Analyst
CARLYLE HIGH YIELD PARTNERS, L.P.
By: /s/ Xxxxx X. Xxxx
------------------------
Title: Vice President
CARLYLE HIGH YIELD PARTNERS II,
LTD.
By: /s/ Xxxxx X. Xxxx
------------------------
Title: Vice President
CARLYLE HIGH YIELD PARTNERS
III, LTD.
By: /s/ Xxxxx X. Xxxx
------------------------
Title: Vice President
CERES FINANCE LTD.
By: INVESCO Senior Secured
Management, Inc., as Sub-Managing
Agent
By: /s/ Xxxxxx Xxxxxxx
------------------------
Title: Authorized Signatory
CERES II FINANCE LTD.
By: INVESCO Senior Secured
Management, Inc., as Sub-Managing
Agent (Financial)
By:
------------------------
Name:
Title:
XXXXX XXX COMMERCIAL BANK,
LTD., NEW YORK BRANCH
By: /s/ Ming-Xxxxx Xxx
------------------------
Title: VP & General Manager
CHARTER VIEW PORTFOLIO
By: INVESCO Senior Secured
Management, Inc. as Investment
Advisor
By: /s/ Xxxxxx Xxxxxxx
------------------------
Title: Authorized Signatory
THE CHASE MANHATTAN BANK
(formerly known as Chase Bank of Texas
National Association)
By: /s/ Xxxxx Xxxxxxxx
------------------------
Title: Managing Director
XXXXX XXXX BANK CO., LTD. NEW
YORK AGENCY
By:
------------------------
Name:
Title:
CLYDESDALE CBO I, LTD.
By: Nomura Corporate Research and Asset
Management Inc. as Investment
Advisor
By:
------------------------
Name:
Title:
COLISEUM FUNDING LTD.
By: Travelers Asset Management
International Company LLC
By: /s/ Xxxxx Xxxxxxxx
------------------------
Title: Investment Officer
COLUMBUS LOAN FUNDING LTD.
By: Travelers Asset Management
International Company LLC
By: /s/ Xxxxx Xxxxxxxx
------------------------
Title: Investment Officer
CONSTANTINUS XXXXX XXXXX CDO
V, LTD. by: Xxxxx Xxxxx Management as
investment advisor
By:/s/ Xxxxxxx X. Xxxxxxxx
------------------------
Title: Vice President
CONTINENTAL CASUALTY COMPANY
By:/s/ Xxxxxxx X. Xxxxxxxx
------------------------
Title: Vice President
CREDIT INDUSTRIEL ET
COMMERCIAL
By: /s/ Xxxx Xxxxxxx
------------------------
Title: First Vice President
By: /s/ Xxxxx X'Xxxxx
------------------------
Title: Vice President
CREDIT LYONNAIS NEW YORK
BRANCH
By: /s/ Xxxxxxx Xxxxxxxxx
------------------------
Title: Senior Vice President
CREDIT SUISSE FIRST BOSTON
By: /s/ Xxxx X. Xxxxx
------------------------
Title: Vice President
By: /s/ Xxxxxxx Xxxxx
------------------------
Title: Assistant Vice President
CRESCENT/MACH I PARTNERS LP
By: TCW Asset Management Company, its
Investment Manager
By: /s/ Xxxxxxx Xxxxxxx
------------------------
Title: Vice President
CYPRESSTREE INSTITUTIONAL FUND,
LLC
By: CypressTree Investment Management
Company, Inc. its Managing Member
By:
------------------------
Name:
Title:
CYPRESSTREE INVESTMENT FUND,
LLC
By: CypressTree Investment Management
Company, Inc. its Managing Member
By:
------------------------
Name:
Title:
CYPRESSTREE INVESTMENT
PARTNERS I, LTD.
By: CypressTree Investment Management
Company, Inc. its Managing Member
By:
------------------------
Name:
Title:
CYPRESSTREE INVESTMENT
PARTNERS II, LTD.
By: CypressTree Investment Management
Company, Inc., as Portfolio Manager
By:
------------------------
Name:
Title:
CYPRESSTREE SENIOR FLOATING
RATE FUND
By: CypressTree Investment Management
Company, Inc. as Portfolio Manager
By:
------------------------
Name:
Title:
THE DAI-ICHI KANGYO BANK
LIMITED
By: /s/ Xxxxxxx Xxxxxxxx
------------------------
Title: Vice President
DEBT STRATEGIES FUND, INC.
By: /s/ Xxxxx Xxxxx
------------------------
Title: Authorized Signatory
DELANO COMPANY (Acct 274)
By: Pacific Investment Management
Company LLC, as its Investment
Advisor
By: /s/ Xxxxx x. Xxxxxxxxxx
------------------------
Title: Executive Vice President
DIVERSIFIED CREDIT PORTFOLIO
LTD.
By: INVESCO Senior Secured
Management, Inc. as Investment Advisor
By: /s/ Xxxxxx Xxxxxxx
------------------------
Title: Authorized Signatory
DRESDNER BANK AG, NEW YORK
AND GRAND CAYMAN BRANCHES
By: /s/ Xxxxxx X. Xxxxxxxx
------------------------
Title: Vice President
By: /s/ Xxxxxxx Xxxxxxxxxx
-----------------------
Title: Assistant Vice President
XXXXX XXXXX INSTITUTIONAL
SENIOR LOAN FUND
By: Xxxxx Xxxxx Management, as
Investment Advisor
By: /s/ Xxxxx X. Page
-----------------------
Title: Vice President
XXXXX XXXXX SENIOR INCOME TRUST
By: Xxxxx Xxxxx Management, as
Investment Advisor
By: /s/ Xxxxx X. Page
-----------------------
Title: Vice President
XXXXX XXXXX CDO II, LTD.
By: Xxxxx Xxxxx Management, as
Investment Advisor
By: /s/ Xxxxx X. Page
-----------------------
Title: Vice President
XXXXX XXXXX CDO III, LTD.
By: Xxxxx Xxxxx Management, as
Investment Advisor
By: /s/ Xxxxx X. Page
-----------------------
Title: Vice President
XXXXX XXXXX CDO IV, LTD.
By: Xxxxx Xxxxx Management, as
Investment Advisor
By: /s/ Xxxxx X. Page
-----------------------
Title: Vice President
ELC (CAYMAN) LTD.
By: /s/ Xxxxxxx X. Xxxxx
-----------------------
Title: Director
ELC (CAYMAN) LTD. 1999-III
By: /s/ Xxxxxxx X. Xxxxx
-----------------------
Title: Director
ELC (CAYMAN) LTD. 2000-I
By: /s/ Xxxxxxx X. Xxxxx
-----------------------
Title: Director:
ELC (CAYMAN) LTD. CDO SERIES
1999-I
By: /s/ Xxxxxxx X. Xxxxx
-----------------------
Title: Director
ELC (CAYMAN) LTD. 1999-II
By: /s/ Xxxxxxx X. Xxxxx
-----------------------
Title: Director:
ELT LTD.
By: /s/ Xxx X. Xxxxxx
-----------------------
Title: Authorized Agent
FC CBO LIMITED
By: /s/ Xxxx XxXxxxxx
-----------------------
Title: Manager
FC CBO II LIMITED
By: /s/ MikeMcCarthy
-----------------------
Title: Manager
FIDELITY ADVISOR SERIES II:
FIDELITY ADVISOR FLOATING RATE
HIGH INCOME FUND
By: /s/ Xxxx X. Xxxxxxxx
-----------------------
Title: Assistant Treasurer
FIDELITY SUMMER STREET TRUST:
FIDELITY CAPITAL & INCOME FUND
By: /s/ Xxxx X. Xxxxxxxx
-----------------------
Title: Assistant Treasurer
CYPRESSTREE INVESTMENT
MANAGEMENT COMPANY, INC.
As: Attorney-in-Fact and on behalf of First
Allmerica Financial Life Insurance
Company as Portfolio Manager
By:
-----------------------
Name:
Title:
FIRST COMMERCIAL BANK
By:
-----------------------
Name:
Title:
FIRST DOMINION FUNDING I
By: /s/ Xxxxx X. Xxxxxx
-----------------------
Title: Authorized Signatory
FIRST DOMINION FUNDING II
By: /s/ Xxxxx X. Xxxxxx
-----------------------
Title: Authorized Signatory
FIRST DOMINION FUNDING III
By: /s/ Xxxxx X. Xxxxxx
-----------------------
Title: Authorized Signatory
FIRST UNION NATIONAL BANK
By:
-----------------------
Name:
Title:
CITIBANK N.A. as additional Investment
Manager for and on behalf of Five Finance
Corporation
By:
-----------------------
Name:
Title:
By:
-----------------------
Name:
Title:
FLOATING RATE PORTFOLIO
By: INVESCO Senior Secured
Management, Inc., as attorney-in-fact
By:
-----------------------
Name:
Title:
FRANKLIN FLOATING RATE TRUST
By:
-----------------------
Name:
Title:
FRANKLIN CLO I, LIMITED
By:
-----------------------
Name:
Title:
FREMONT INVESTMENT & LOAN
By: /s/ Xxxxx Xxxxxxxx
-----------------------
Title: Vice President
THE FUJI BANK, LIMITED, NEW YORK
BRANCH
By:
-----------------------
Name:
Title:
GALAXY CLO 1999-1, LTD.
By: SAI Investment Adviser, Inc., its
Collateral Manager
By: /s/ Xxxxxx X. Xxxxxx
-----------------------
Title: Authorized Agent
GENERAL AMERICAN
LIFE INSURANCE COMPANY
By:
-----------------------
Name:
Title:
GLENEAGLES TRADING LLC
By:/s/ Xxx X. Xxxxxx
-----------------------
Title: Assistant Vice President
XXXXXXX SACHS CREDIT
PARTNERS, L.P. As Lender
By:/s/ Xxxxxx Xxxxxx
-----------------------
Title: Authorized Signatory
XXXXXXX & CO.
By: Boston Management and Research as
Investment Advisor
By: /s/ Xxxxx X. Page
-----------------------
Title: Vice President
GUARANTY FEDERAL BANK, F.S.B.
By:
-----------------------
Name:
Title:
GULF INTERNATIONAL BANK B.S.C.
By: /s/ Xx. Xxxxxxxx Xxxxxxx
-------------------------
Title: Vice President
By: /s/ Xx. Xxxx X. Xxxxxx
-----------------------
Title: Executive Vice President
XXXXXXXX BANK
By: /s/ Xxxx X.X. Xxxxxx
-----------------------
Title: Senior Vice President
By:/s/ Xxxxxx X. Xxxxxxx
-----------------------
Title: Senior Vice President
HARBOUR TOWN FUNDING TRUST
By:/s/ Xxx X. Xxxxxx
-----------------------
Title: Authorized Agent
HARBOURVIEW CDO II, LTD.
By: /s/ Xxxx Xxxxxxx
-----------------------
Title: Manager
IMPERIAL BANK
By:
-----------------------
Name:
Title:
THE ING CAPITAL SENIOR SECURED
HIGH INCOME FUND, L.P.
By: ING Capital Advisors LLC
as Investment Advisor
By: /s/ Xxxx X. Xxxxxx CFA
-----------------------
Title: Vice President
X.X. XXXXXXX MARKET VALUE FUND,
L.P.
By: /s/ Xxxxxxx X. XxXxxxxx
------------------------
Title: Managing Director
JHW CASH FLOW FUND I, L.P.
By:/s/ Xxxxxxx X. XxXxxxxx
-----------------------
Title: Managing Director
JISSEKIKUN FUNDING LTD. (Acct 1288)
By: Pacific Investment Management
Company LLC, as its Investment
Advisor
By: /s/ Xxxxx X. Xxxxxxxxxx
------------------------
Title: Executive Vice President
KBC BANK
By: /s/ Xxxxxxx X. Xxxxxx
-----------------------
Title: Vice President
By:/s/ Xxxxxx X. Xxxxxx, Xx.
------------------------
Title: Vice President
XXXXXX FLOATING RATE FUND
By:
-----------------------
Name:
Title:
KZH III LLC
By:
-----------------------
Name:
Title:
KZH CNC LLC
By: /s/ Xxxxx Xxx
-----------------------
Title: Authorized Agent
KZH CRESCENT LLC
By: /s/ Xxxxx Xxx
-----------------------
Title: Authorized Agent
KZH CRESCENT-2 LLC
By: /s/ Xxxxx Xxx
-----------------------
Title: Authorized Agent
KZH CRESCENT-3 LLC
By: /s/ Xxxxx Xxx
-----------------------
Title: Authorized Agent
KZH-CYPRESSTREE-1 LLC
By: /s/ Xxxxx Xxx
-----------------------
Title: Authorized Agent
KZH ING-1 LLC
By: /s/ Xxxxx Xxx
-----------------------
Title: Authorized Agent
KZH ING-2 LLC
By: /s/ Xxxxx Xxx
-----------------------
Title: Authorized Agent
KZH ING-3 LLC
By: /s/ Xxxxx Xxx
-----------------------
Title: Authorized Agent
KZH LANGDALE LLC
By: /s/ Xxxxx Xxx
-----------------------
Title: Authorized Agent
KZH PONDVIEW LLC
By: /s/ Xxxxx Xxx
--------------
Title: Authorized Agent
KZH RIVERSIDE LLC
By: /s/ Xxxxx Xxx
--------------
Title: Authorized Agent
KZH SHOSHONE LLC
By: /s/ Xxxxx Xxx
--------------
Title: Authorized Agent
KZH SOLEIL LLC
By: /s/ Xxxxx Xxx
--------------
Title: Authorized Agent
KZH SOLEIL-2 LLC
By: /s/ Xxxxx Xxx
--------------
Title: Authorized Agent
KZH STERLING LLC
By: /s/ Xxxxx Xxx
--------------
Title: Authorized Agent
KZH WATERSIDE LLC
By: /s/ Xxxxx Xxx
-----------------------
Title: Authorized Agent
LANDMARK CDO LIMITED
By: Aladdin Asset Management LLC as
Manager
By: /s/ Xxxxxx Xxxxxxx
-----------------------
Title: Vice President
LIBERTY-XXXXX XXX ADVISOR FLOATING RATE ADVANTAGE FUND
By: Xxxxx Xxx & Xxxxxxx Incorporated, As
Adviser
By: /s/ Xxxxx X. Xxxxxxx
-----------------------
Title: Sr. Vice President & Portfolio Manager
LONGHORN CDO (CAYMAN) LTD.
By: Xxxxxxx Xxxxx Asset Management, L.P.,
as Attorney-in-Fact
By: /s/ Xxxxx Xxxxx
-----------------------
Title: Authorized Signatory
LONGLANE MASTER TRUST IV
By: Fleet National Bank as Trust Administrator
By:
-----------------------
Name:
Title:
MAGNETITE ASSET INVESTORS L.L.C.
By: Blackrock Financial Management, Inc.
As Managing Member
By: /s/ X. Xxxxxxxx
-----------------------
Title: Director
MAGNETITE ASSET INVESTORS III L.L.C.
By: Blackrock Financial Management, Inc.
As Managing Member
By: /s/ X. Xxxxxxxx
-----------------------
Title: Director
MAPLEWOOD (CAYMAN) LTD.
By: Massachusetts Mutual Life Insurance
Company as Investment Manager
By: /s/ Xxxx X. Law
-----------------------
Title: Managing Director
MASSACHUSETTS MUTUAL LIFE
INSURANCE COMPANY
By: Xxxxx X. Xxxxxx and Company
Incorporated, as Investment Advisor
By: /s/ Xxxx X. Law
-----------------------
Title: Managing Director
MASSMUTUAL HIGH YIELD
PARTNERS II LLC
By: HYP Management, Inc. as Managing
Member
By: /s/ Xxxx X. Law
-----------------------
Title: Managing Director
MASTER SENIOR FLOATING RATE
TRUST
By: /s/ Xxxxx Xxxxx
-----------------------
Title: Authorized Signatory
MEDICAL LIABILITY MUTUAL
INSURANCE COMPANY
By: INVESCO Senior Secured
Management, Inc., as Investment
Manager
By:
-----------------------
Name:
Title:
XXXXXXX XXXXX DEBT STRATEGIES
PORTFOLIO
By: Xxxxxxx Xxxxx Asset Management, L.P.,
as Investment Advisor
By: /s/ Xxxxx Xxxxx
----------------
Title: Authorized Signatory
XXXXXXX XXXXX GLOBAL
INVESTMENT SERIES: INCOME
STRATEGIES PORTFOLIO
By: Xxxxxxx Xxxxx Asset Management, L.P.,
as Investment Advisor
By: /s/ Xxxxx Xxxxx
----------------
Title: Authorized Signatory
XXXXXXX XXXXX GLOBAL
INVESTMENT SERIES: BANK LOAN
INCOME PORTFOLIO
By: Xxxxxxx Xxxxx Asset Management, L.P.,
as Investment Advisor
By: /s/ Xxxxx Xxxxx
----------------
Title: Authorized Signatory
XXXXXXX XXXXX SENIOR FLOATING
RATE FUND, INC.
By: /s/ Xxxxx Xxxxx
----------------
Title: Authorized Signatory
XXXXXXX XXXXX SENIOR FLOATING
RATE FUND II, INC.
By: /s/ Xxxxx Xxxxx
----------------
Title: Authorized Signatory
XXXXXXX XXXXX PRIME RATE
PORTFOLIO
By: Xxxxxxx Xxxxx Asset Management, L.P.,
as Investment Advisor
By: /s/ Xxxxx Xxxxx
-----------------------
Title: Authorized Signatory
METROPOLITAN LIFE INSURANCE
COMPANY
By: /s/ Xxxxxxx Xxxxxx
-----------------------
Title: Director
THE MITSUBISHI TRUST AND
BANKING CORPORATION
By: /s/ Xxxxxxxxx Xxxxxxx
-----------------------
Title: Senior Vice President
ML CLO XX PILGRIM AMERICA
(CAYMAN) LTD.
By: ING Pilgrim Investments,
as its Investment Manager
By: /s/ Xxxxxxx X. XxXxxxx, CFA
----------------------------
Title: Vice President
MONUMENTAL LIFE INSURANCE
COMPANY, successor by merger to
Commonwealth Life Insurance Co.
By: /s/ Xxxx Xxxxxx
-----------------------
Title: Vice President
XXXXXX XXXXXXX XXXX XXXXXX
PRIME INCOME TRUST
By:
-----------------------
Name:
Title:
MOUNTAIN CAPITAL CLO II LTD.
By:
-----------------------
Name:
Title:
NATIONAL BANK OF EGYPT
NEW YORK BRANCH
By:
-----------------------
Name:
Title:
NATIONAL WESTMINSTER BANK PLC
By: NatWest Capital Markets Limited, its agent
By: Greenwich Capital Markets, Inc., its agent
By:
-----------------------
Name:
Title:
NATIONAL CITY BANK
By: /s/ Xxxx X. Xxxxxx
-----------------------
Title: Director
NATIONWIDE LIFE INSURANCE COMPANY
By: /s/ Xxxx X. Xxxxxxxxxx
-----------------------
Title: Associate Vice President
NEMEAN CLO LTD.
By: ING Capital Advisors LLC,
as Investment Manager
By: /s/ Xxxx X. Xxxxxx CFA
-----------------------
Title: Vice President
NOMURA BOND & LOAN FUND
By: Nomura Corporate Research and Asset Management Inc.
as Investment Advisor
By: /s/ Xxxxxxxxx X. XxxXxxx
-------------------------
Title: Vice President
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
------------------------
Title: President
NORTH AMERICAN SENIOR
FLOATING RATE FUND
By: Xxxxxxxxx Capital Partners LLC as its
subadvisor
By: /s/ Xxxxxxx X. Xxxxx
-----------------------
Title: Partner
OASIS COLLATERALIZED HIGH
INCOME PORTFOLIO-1, LTD.
By: INVESCO Senior Secured
Management, Inc., as Subadviser
By: /s/ Xxxxxx Xxxxxxx
-----------------------
Title: Authorized Signatory
OCTAGON INVESTMENT PARTNERS
II, LLC
By: Octagon Credit Investors, LLC as sub-
investment manager
By: /s/ Xxxxxxx X. Xxxxxxxxx
-------------------------
Title: Portfolio Manager
OCTAGON INVESTMENT PARTNERS
III, LTD.
By: Octagon Credit Investors, LLC as
Portfolio Manager
By: /s/ Xxxxxxx X. Xxxxxxxxx
-------------------------
Title: Portfolio Manager
OCTAGON INVESTMENT PARTNERS
IV, LTD.
By: Octagon Credit Investors, LLC as
Portfolio Manager
By: /s/ Xxxxxxx X. Xxxxxxxxx
-------------------------
Title: Portfolio Manager
OLYMPIC FUNDING TRUST, SERIES
1999-1
By: /s/ Xxx X. Xxxxxx
-----------------------
Title: Authorized Agent
XXXXXXXXXXX SENIOR FLOATING
RATE FUND
By: /s/ Xxxxx Xxxxx
-----------------------
Title: Vice President
ORIX USA CORPORATION
By:
-----------------------
Title:
OSPREY INVESTMENTS PORTFOLIO
By: Citibank, N.A., as Manager
By:
-----------------------
Name:
Title:
OXFORD STRATEGIC INCOME FUND
By: Xxxxx Xxxxx Management as
Investment Advisor
By: /s/ Xxxxx X. Page
-----------------------
Title: Vice President
XXX CAPITAL FUNDING L.P.
By: Highland Capital Management, L.P. as
Collateral Manager
By: /s/ Xxxx X. Xxxxx, CFA
-----------------------
Title: Executive Vice President
PAMCO CAYMAN LTD.
By: Highland Capital Management, L.P. as
Collateral Manager
By: /s/ Xxxx X. Xxxxx, CFA
-----------------------
Title: Executive Vice President
PILGRIM PRIME RATE TRUST
By: ING Pilgrim Investments,
as its Investment Manager
By: /s/ Xxxxxxx X. XxXxxxx, CFA
----------------------------
Title: Vice President
PINEHURST TRADING, INC.
By: /s/ Xxx X. Xxxxxx
-----------------------
Title: Assistant Vice President
PROVIDENT CBO I, LIMITED
By: Provident Investment Management,
LLC
By:
-----------------------
Name:
Title:
REGIMENT CAPITAL, 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
------------------------
Title: President
THE ROYAL BANK OF SCOTLAND PLC
By: /s/ Xxxxx Xxxxxx
-----------------------
Title: Senior Vice President
ROYALTON COMPANY
By: Pacific Investment Management
Company LLC, as its Investment
Advisor
By: /s/ Xxxxx X. Xxxxxxxxxx
------------------------
Title: Executive Vice President
SANKATY ADVISORS, LLC as Collateral
Manager for GREAT POINT CLO 1999-1
LTD., as Term Leader
By:/s/ Xxxxx X. Xxxxx
-----------------------
Title: Managing Director, Portfolio Manager
SANKATY HIGH YIELD ASSET
PARTNERS II, L.P.
By:/s/ Xxxxx X. Xxxxx
-----------------------
Title: Managing Director, Portfolio Manager
SANKATY HIGH YIELD PARTNERS III,
L.P.
By:/s/ Xxxxx X. Xxxxx
-----------------------
Title: Managing Director, Portfolio Manager
THE SANWA BANK, LTD.
By: /s/ Xxxxxxxx Xxxxx
-----------------------
Title: SVP & DGM
SAWGRASS TRADING LLC
By:
-----------------------
Name:
Title:
XXXXXXX FLOATING RATE FUND
By:/s/ Xxxxxxx Xxxxx
-----------------------
Title; Senior Vice President
SEABOARD CLO 2000 LTD.
By: /s/ Xxxxxxxx X.X. Xxxxx, Xx.
-----------------------------
Title: CEO of Seaboard & Co. Its Collateral
Manager
SENIOR DEBT PORTFOLIO
By: Boston Management and Research, as
Investment Advisor
By: /s/ Xxxxx X. Page
-----------------------
Title: Vice President
SENIOR HIGH INCOME PORTFOLIO INC.
By: /s/ Xxxxx Xxxxx
-----------------------
Title: Authorized Signatory
SENIOR LOAN FUND (BlackRock)
By: /s/ X. Xxxxxxxx
-----------------------
Title: Director
SEQUILS I, LTD
By: TCW Advisors, Inc. as its Collateral
Manager
By: /s/ Xxxx X. Gold
-----------------------
Title: Managing Director
By: /s/ Xxxxxxx Xxxxxxx
-----------------------
Title: Vice President
SEQUILS IV, LTD
By: TCW Advisors, Inc. as its Collateral
Manager
By: /s/ Xxxx X. Gold
-----------------------
Title: Managing Director
By: /s/ Xxxxxxx Xxxxxxx
-----------------------
Title: Vice President
SEQUILS - CENTURION V, LTD
American Express Asset Management
Group Inc. as Collateral Manager
By: /s/ Xxxxxxx X. Xxxxxxx
-----------------------
Title: Managing Director
SEQUILS - CUMBERLAND I, LTD
By: Deerfield Capital Management LLC
As its Collateral Manager
By: /s/ Xxxx X. Xxxxxxxxx
------------------------
Title: Senior Vice President
SEQUILS-ING I (HBDGM), LTD.
By: ING Capital Advisors LLC., as
Collateral Manager
By: /s/ Xxxx X. Xxxxxx CFA
-----------------------
Title: Vice President
SEQUILS - PILGRIM I, LTD.
By: ING Pilgrim Investments,
as its Investment manager
By: /s/ Xxxxxxx X. XxXxxxx, CFA
----------------------------
Title: Vice President
SIERRA CLO I, LTD.
By: /s/ Xxxx X. Xxxxxxxxx
-----------------------
Title: Senior Managing Director
SIMSBURY CLO LTD.
By: Xxxxx X. Xxxxxx & Company Inc. under
delegated authority from Massachusetts
Mutual Life Insurance Company as
Collateral Manager
By: /s/ Xxxx X. Law
-----------------------
Title: Managing Director
SKM-LIBERTYVIEW CBO I LIMITED
By: /s/ Xxxxxxx X. Xxxxxx
-----------------------
Title: Authorized Signatory
SOCIETE GENERALE, SOUTHWEST
AGENCY
By: /s/ J. Xxxxxxx XxXxxxxx, Xx.
-----------------------------
Title: Managing Director
XXXXXX CDO, LIMITED
By: Xxxxx X. Xxxxxx and Company
Incorporated under delegated authority
from Massachusetts Mutual Life
Insurance Company as Collateral
Manager
By: /s/ Xxxx X. Law
-----------------------
Title: Managing Director
SOUTHERN PACIFIC BANK
By: /s/ Xxxxxx X. Xxxxxxxxxx
-------------------------
Title: Senior Vice President
SRF 2000 LLC
By: /s/ Xxx X. Xxxxxx
-----------------------
Title: Assistant Vice President
SRF TRADING, INC.
By:/s/ Xxx X. Xxxxxx
-----------------------
Title: Assistant Vice President
XXXXXXXXX ARBITRAGE CDO, LTD.
By: Xxxxxxxxx Capital Partners LLC as its
Collateral Manager
By: /s/ Xxxxxxx X. Xxxxx
-----------------------
Title: Partner
XXXXXXXXX CLO, LTD.
By: Xxxxxxxxx Capital Partners LLC as its
Collateral Manager
By: /s/ Xxxxxxx X. Xxxxx
-----------------------
Title: Partner
XXXXXXXXX/RMF TRANSATLANTIC
CDO LTD.
By: Xxxxxxxxx Capital Partners LLC as its
Collateral Manager
By: /s/ Xxxxxxx X. Xxxxx
-----------------------
Title: Partner
STANWICH LOAN FUNDING LLC
By:/s/ Xxx X. Xxxxxx
-----------------------
Title: Assistant Vice President
XXXXX XXX & FARNHAM CLO1 LTD.,
by Xxxxx Xxx & Xxxxxxx Incorporated,
As Portfolio Manager
By: /s/ Xxxxx X. Xxxxxxx
-----------------------
Title: Sr. Vice President & Portfolio Manager
XXXXX XXX FLOATING RATE LIMITED
LIABILITY COMPANY
By: Xxxxx Xxx & Farnham Incorporated,
as Advisor to the Xxxxx Xxx Floating
Rate Limited Liability Company
By: /s/ Xxxxx X. Xxxxxxx
-----------------------
Title: Sr. Vice President & Portfolio
Manager
STRATA FUNDING LTD.
By: INVESCO Senior Secured
Management Inc., as Sub-Managing
Agent
By: /s/ Xxxxxx Xxxxxxx
-----------------------
Title: Authorized Signatory
STRATEGIC MANAGED LOAN
PORTFOLIO
By: Citibank, N.A., as Manager
By:
-----------------------
Name:
Title:
STRONG ADVANTAGE FUND, INC.
By: /s/ Xxxxxxx X. Xxxxxxxxx, III
------------------------------
Title: Associate Counsel
SUFFIELD CLO LIMITED
By: Xxxxx X. Xxxxxx & Company Inc. as
Collateral Manager
By: /s/ Xxxx X. Law
-----------------------
Title: Managing Director
THE SUMITOMO TRUST & BANKING
CO., LTD., NEW YORK BRANCH
By: /s/ Xxxxxxxxx X. Xxxxxx
------------------------
Title: Vice President
THE SUMITOMO BANKING CORPORATION
(effective as of April 1, 2001, The
Sumitomo Bank, Limited and The Sakura
Bank, Limited merged to form a single
entity named Sumitomo Mitsui Banking
Corporation)
By: /s/ Suresh Tata
-----------------------
Title: Senior Vice President
SUNTRUST BANK
By:
-----------------------
Name:
Title:
SWISS LIFE US RAINBOW LTD.
By: ING Capital Advisors LLC,
as Investment Manager
By: /s/ Xxxx X. Xxxxxx CFA
-----------------------
Title: Vice President
TAIPEI BANK, NEW YORK AGENCY
By:
-----------------------
Name:
Title:
TCW SELECT LOAN FUND, LIMITED
By: /s/ Xxxx X. Gold
-----------------------
Title: Managing Director
By: /s/ Xxxxxxx Xxxxxxx
-----------------------
Title: Vice President
TEXTRON FINANCIAL CORPORATION
By: /s/ Xxxxxxx X. Xxxxxx
-----------------------
Title: Director
THERMOPYLAE FUNDING CORP.
By: /s/ Xxxxx X. Xxxxxxx
-----------------------
Title: Vice President
THE TOKAI BANK, LIMITED, NEW
YORK BRANCH
By:
-----------------------
Name:
Title:
TORONTO DOMINION (TEXAS), INC.
By: /s/ Xxxxxxx X. Xxxxx
-----------------------
Title: Vice President
THE TOYO TRUST & BANKING CO.,
LTD.
By:
-----------------------
Name:
Title:
TRAVELERS CORPORATE LOAN
FUND, INC.
By: Travelers Asset Management
International Company LLC
By: /s/ Xxxxx Xxxxxxxx
-----------------------
Title: Investment Officer
THE TRAVELERS INSURANCE
COMPANY
By: /s/ Xxxxx Xxxxxxxx
-----------------------
Title: Investment Officer
TRITON CBO III, LIMITED
By: INVESCO Senior Secured
Management, Inc., as Investment
Advisor
By: /s/ Xxxxxx Xxxxxxx
-----------------------
Title: Authorized Signatory
TRITON CDO IV LIMITED
By: INVESCO Senior Secured
Management, Inc., as Investment
Advisor
By: /s/ Xxxxxx Xxxxxxx
-----------------------
Title: Authorized Signatory
XXXXX CLO. LTD. 2000-I
By: /s/ Xxxxxxx X. Xxxxx
-----------------------
Title: Director
UBS AG, STAMFORD BRANCH
By:
-----------------------
Name:
Title:
By:
-----------------------
Name:
Title:
UNITED OF OMAHA LIFE INSURANCE
COMPANY
By: INVESCO Senior Secured
Management, Inc., as Portfolio
Advisor
By: /s/ Xxxxxx Xxxxxxx
-----------------------
Title: Authorized Signatory
XXX XXXXXX SENIOR FLOATING
RATE FUND
By: Xxx Xxxxxx Investment Advisory
Corp.
By: /s/ Xxxxxx X. Xxxxxx
-----------------------
Title: Executive Director
XXX XXXXXX CLO I, LIMITED
By: Xxx Xxxxxx Management, Inc., as
Collateral Manager
By: /s/ Xxxxxx X. Xxxxxx
-----------------------
Title: Executive Director
XXX XXXXXX PRIME RATE INCOME
TRUST
By: Xxx Xxxxxx Investment Advisory
Corp.
By: /s/ Xxxxxx X. Xxxxxx
-----------------------
Title: Executive Director
XXX XXXXXX SENIOR INCOME
TRUST
By: Xxx Xxxxxx Investment Advisory
Corp.
By: /s/ Xxxxxx X. Xxxxxx
-----------------------
Title: Executive Director
VARIABLE INSURANCE PRODUCTS II:
ASSET MANAGER PORTFOLIO
By:
-----------------------
Name:
Title:
VARIABLE INSURANCE PRODUCTS II:
GROWTH PORTFOLIO
By:
-----------------------
Name:
Title:
WESTDEUTSCHE LANDESBANK
GIROZENTRALE, NEW YORK BRANCH
By: /s/ Xxxxxxxxx Xxxxxxxxxx
-------------------------
Title: Managing Director
By: /s/ Xxxxx Xxxxxx
-----------------------
Title: Associate Director
WINDSOR LOAN FUNDING, LIMITED.
By: Xxxxxxxxx Capital Partners LLC as its
Investment Manager
By: /s/ Xxxxxxx X. Xxxxx
-----------------------
Title: Partner
WINGED FOOT FUNDING TRUST
By: /s/ Xxx X. Xxxxxx
-----------------------
Title: Authorized Agent
