Exhibit 10.2
AMENDMENT NO. 1 (this "Amendment"), dated as of June 25, 2004,
to the Credit, Security, Guaranty and Pledge Agreement dated as of December 1,
2003 (as the same may be amended from time to time, the "Credit Agreement"),
among (i) GENESIS HEALTHCARE CORPORATION, a Pennsylvania corporation (the
"Borrower"); (ii) the Guarantors referred to therein; (iii) the Lenders referred
to therein; (iv) WACHOVIA CAPITAL MARKETS LLC, as Co-Lead Arranger and Joint
Bookrunner, (v) CITIGROUP GLOBAL MARKETS, INC., as Co-Lead Arranger and Joint
Bookrunner, (vi) WACHOVIA BANK, NATIONAL ASSOCIATION as Administrative Agent,
(vii) CITICORP NORTH AMERICA, INC., as Syndication Agent, and (viii) GENERAL
ELECTRIC CAPITAL CORPORATION, as Documentation Agent.
INTRODUCTORY STATEMENT
----------------------
A. All capitalized terms not otherwise defined in this Amendment are
used herein as defined in the Credit Agreement.
B. The Borrower has asked that the Term Loan B Lenders amend the
definition of Applicable Margin as it relates to the B Term Loans.
C. In connection with the amendment to the definition of Applicable
Margin, the Borrower and the Lenders have agreed to make certain changes to the
provisions of the Credit Agreement.
Accordingly, the parties hereto hereby agree as follows:
SECTION 1. AMENDMENTS TO CREDIT AGREEMENT. As of the Effective Date
(subject to the terms and conditions set forth in Section 2 hereof), the Credit
Agreement is hereby amended as follows:
(A) The definition of "Applicable Interest Margin" set forth in Section
1 is hereby amended by deleting clause (i) thereof and inserting the following
clause (i) in lieu thereof:
" (i) (A) in the case of Base Rate Loans that are B Term Loans
1.25% per annum, and (B) in the case of Eurodollar Loans that
are B Term Loans, 2.25% per annum; provided, however, that in
the event that the Borrower's B Term Loans hereunder are
rated, and so long as they are rated, (X) BB or above by S&P
or (Y) Ba2 or above by Xxxxx'x, then Applicable Interest
Margin shall mean (A) in the case of Base Rate Loans that are
B Term Loans 1.00% per annum, and (B) in the case of
Eurodollar Loans that are B Term Loans, 2.00% per annum."
SECTION 2. CONDITIONS TO EFFECTIVENESS. This Amendment is subject to
the satisfaction in full of the following conditions (the first date on which
all such conditions have been satisfied being herein called the "Effective
Date"):
(A) The Administrative Agent shall have received counterparts of this
Amendment which, when taken together, bear the signatures of the Borrower, the
Guarantors and the Term Loan B Lenders holding 100% of the Term Loan B
Commitment;
(B) The representations and warranties set forth in Article 2 of the
Credit Agreement, in Section 4 of this Amendment and in all other Fundamental
Documents shall be true and correct in all material respects after giving effect
to this Amendment; and
(C) On the Effective Date, after giving effect to this Amendment, on a
Pro Forma Basis, no Default or Event of Default shall have occurred and be
continuing.
SECTION 3. REPRESENTATIONS AND WARRANTIES. The Borrower hereby
represents and warrants that:
(A) The representations and warranties by the Borrower contained in the
Credit Agreement are true and correct in all material respects on and as of the
date hereof as if such representations and warranties had been made on and as of
the date hereof; and
(B) The Borrower is in compliance with all the terms and provisions set
forth in the Credit Agreement and, on the Effective Date, after giving effect
hereto, no event or condition shall have occurred and shall be continuing which
constitutes an Event of Default or which (with the passage of time, or the
giving of notice, or both) would constitute an Event of Default.
SECTION 4. FULL FORCE AND EFFECT. Except as expressly amended hereby,
the Credit Agreement shall continue in full force and effect in accordance with
the provisions thereof on the date hereof. As used in the Credit Agreement, the
terms "Agreement", "this Agreement", "herein", "hereafter", "hereto", "hereof",
and words of similar import, shall, unless the context otherwise requires, mean
the Credit Agreement as amended by this Amendment.
SECTION 5. APPLICABLE LAW. THIS AMENDMENT SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD
TO CONFLICTS OF LAW PRINCIPLES.
SECTION 6. COUNTERPARTS. This Amendment may be executed in
counterparts, each of which shall constitute an original, but all of which when
taken together shall constitute but one instrument.
2
SECTION 7. EXPENSES. The Borrower agrees to pay all reasonable
out-of-pocket expenses incurred by the Administrative Agent in connection with
the preparation, execution and delivery of this Amendment, including, but not
limited to, the reasonable fees and disbursements of Xxxxxx, Xxxxx & Bockius
LLP, counsel for the Agents and any other counsel that the Agents shall retain.
SECTION 8. HEADINGS. The headings of this Amendment are for the
purposes of reference only and shall not affect the construction of or be taken
into consideration in interpreting this Amendment.
3
IN WITNESS WHEREOF, the undersigned have caused this Amendment No. 1 to
be executed as of the date first written above.
BORROWER:
---------
GENESIS HEALTHCARE CORPORATION
By: /s/ Xxxxxxx X. Xxxxxxxx
--------------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Senior Vice President, Planning and
Development, and Treasurer
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
GUARANTORS:
-----------
ACADEMY NURSING HOME, INC.
ADS APPLE VALLEY, INC.
ADS CONSULTING, INC.
ADS DANVERS ALF, INC.
ADS DARTMOUTH ALF, INC.
ADS HINGHAM ALF, INC.
ADS HINGHAM NURSING FACILITY, INC.
ADS HOME HEALTH, INC.
ADS MANAGEMENT, INC.
ADS PALM CHELMSFORD, INC.
ADS RECUPERATIVE CENTER, INC.
ADS RESERVOIR WALTHAM, INC.
ADS SENIOR HOUSING, INC.
ADS/MULTICARE, INC.
ANR, INC.
APPLEWOOD HEALTH RESOURCES, INC.
ASL, INC.
ASSISTED LIVING ASSOCIATES OF BERKSHIRE, INC.
ASSISTED LIVING ASSOCIATES OF LEHIGH, INC.
ASSISTED LIVING ASSOCIATES OF SANATOGA, INC.
BERKS NURSING HOMES, INC.
BRIGHTWOOD PROPERTY, INC.
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
BRINTON MANOR, INC.
BURLINGTON XXXXX CONVALESCENT CENTER, INC.
CAREFLEET, INC.
CENTURY CARE MANAGEMENT, INC.
CHATEAU VILLAGE HEALTH RESOURCES, INC.
CHELTENHAM LTC MANAGEMENT, INC.
CHG INVESTMENT CORP., INC.
CHNR-I, INC.
COLONIAL HALL HEALTH RESOURCES, INC.
CONCORD HEALTH GROUP, INC.
CONCORD SERVICE CORPORATION
CRESTVIEW CONVALESCENT HOME, INC.
CRESTVIEW NORTH, INC.
CRYSTAL CITY NURSING CENTER, INC.
CVNR, INC.
XXXX VIEW MANOR, INC.
DELM NURSING, INC.
XXXXX XXXXXX AND ASSOCIATES, INC.
DOVER HEALTHCARE ASSOCIATES, INC.
ELDERCARE RESOURCES CORP.
ELMWOOD HEALTH RESOURCES, INC.
ENCARE OF PENNYPACK, INC.
ENCARE OF QUAKERTOWN, INC.
ENCARE OF WYNCOTE, INC.
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
ENR, INC.
GENESIS ELDERCARE CENTERS - BELVEDERE, INC.
GENESIS ELDERCARE CENTERS - CHAPEL MANOR, INC.
GENESIS ELDERCARE CENTERS-XXXXXXX, INC.
GENESIS ELDERCARE CENTERS - PENNSBURG, INC.
GENESIS ELDERCARE CORP.
GENESIS ELDERCARE DIAGNOSTIC SERVICES, INC.
GENESIS ELDERCARE HOME CARE SERVICES, INC.
GENESIS ELDERCARE HOSPITALITY SERVICES, INC.
GENESIS ELDERCARE LIVING FACILITIES, INC.
GENESIS ELDERCARE NATIONAL CENTERS, INC.
GENESIS ELDERCARE NETWORK SERVICES OF MASSACHUSETTS, INC.
GENESIS ELDERCARE NETWORK SERVICES, INC.
GENESIS ELDERCARE PARTNERSHIP CENTERS, INC.
GENESIS ELDERCARE PHYSICIAN SERVICES, INC.
GENESIS ELDERCARE PROPERTIES, INC.
GENESIS ELDERCARE REHABILITATION SERVICES, INC.
GENESIS ELDERCARE STAFFING SERVICES, INC.
GENESIS ELDERCARE TRANSPORTATION SERVICES, INC.
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
GENESIS HEALTH VENTURES OF ARLINGTON, INC.
GENESIS HEALTH VENTURES OF BLOOMFIELD, INC.
GENESIS HEALTH VENTURES OF CLARKS SUMMIT, INC.
GENESIS HEALTH VENTURES OF INDIANA, INC.
GENESIS HEALTH VENTURES OF XXXXXX, INC.
GENESIS HEALTH VENTURES OF MASSACHUSETTS, INC.
GENESIS HEALTH VENTURES OF NAUGATUCK, INC.
GENESIS HEALTH VENTURES OF NEW GARDEN, INC.
GENESIS HEALTH VENTURES OF POINT PLEASANT, INC.
GENESIS HEALTH VENTURES OF SALISBURY, INC.
GENESIS HEALTH VENTURES OF XXXXX, INC.
GENESIS HEALTH VENTURES OF WEST VIRGINIA, INC.
GENESIS HEALTH VENTURES OF XXXXXX-XXXXX, INC.
GENESIS HEALTH VENTURES OF WINDSOR, INC.
GENESIS HEALTHCARE CENTERS HOLDINGS, INC.
GENESIS HEALTHCARE HOLDING COMPANY I, INC.
GENESIS HEALTHCARE HOLDING COMPANY II, INC.
GENESIS IMMEDIATE MED CENTER, INC.
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
GENESIS OF PALISADO AVENUE, INC. F/K/A DERBY NURSING CENTER
CORPORATION
GENESIS PROPERTIES OF DELAWARE CORPORATION
GENESIS SELECTCARE CORP.
GENESIS/VNA PARTNERSHIP HOLDING COMPANY, INC.
GERIATRIC & MEDICAL COMPANIES, INC.
GERIATRIC AND MEDICAL INVESTMENTS CORPORATION
GERIATRIC AND MEDICAL SERVICES, INC.
XXXX-MED CORP.
GLENMARK ASSOCIATES - XXXX VIEW MANOR, INC.
GLENMARK ASSOCIATES, INC.
GLENMARK PROPERTIES, INC.
GMA-BRIGHTWOOD, INC.
GMA-MADISON, INC.
GMA - UNIONTOWN, INC.
GMA PARTNERSHIP HOLDING COMPANY, INC.
GMC LEASING CORPORATION
GMC-LTC MANAGEMENT, INC.
GMS INSURANCE SERVICES, INC.
GOVERNOR'S HOUSE NURSING HOME, INC.
HEALTH RESOURCES OF ACADEMY MANOR, INC.
HEALTH RESOURCES OF XXXXXXXX, INC.
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
HEALTH RESOURCES OF BROOKLYN, INC.
HEALTH RESOURCES OF CEDAR GROVE, INC.
HEALTH RESOURCES OF CINNAMINSON, INC.
HEALTH RESOURCES OF COLCHESTER, INC.
HEALTH RESOURCES OF COLUMBUS, INC.
HEALTH RESOURCES OF CUMBERLAND, INC.
HEALTH RESOURCES OF ENGLEWOOD, INC.
HEALTH RESOURCES OF XXXXX, INC.
HEALTH RESOURCES OF FARMINGTON, INC.
HEALTH RESOURCES OF XXXXXXX, INC.
HEALTH RESOURCES OF GLASTONBURY, INC.
HEALTH RESOURCES OF GROTON, INC.
HEALTH RESOURCES OF LAKEVIEW, INC.
HEALTH RESOURCES OF LEMONT, INC.
HEALTH RESOURCES OF XXXXXXXX, INC.
HEALTH RESOURCES OF MIDDLETOWN (RI), INC.
HEALTH RESOURCES OF MORRISTOWN, INC.
HEALTH RESOURCES OF NORTH ANDOVER, INC.
HEALTH RESOURCES OF ROCKVILLE, INC.
HEALTH RESOURCES OF SOLOMONT BROOKLINE, INC.
HEALTH RESOURCES OF XXXX HILLS, INC.
HEALTH RESOURCES OF WALLINGFORD, INC.
HEALTH RESOURCES OF WARWICK, INC.
HEALTH RESOURCES OF WESTWOOD, INC.
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
HEALTHCARE RESOURCES CORP.
HELSTAT, INC.
HILLTOP HEALTH CARE CENTER, INC.
HMNH REALTY, INC.
HNCA, INC.
HORIZON ASSOCIATES, INC.
HORIZON MOBILE, INC.
HORIZON REHABILITATION, INC.
HR OF CHARLESTON, INC.
HRWV HUNTINGTON, INC.
INNOVATIVE HEALTH CARE MARKETING, INC.
KEYSTONE NURSING HOME, INC.
KNOLLWOOD MANOR, INC.
KNOLLWOOD NURSING HOME, INC.
LAKE MANOR, INC.
LAKEWOOD HEALTH RESOURCES, INC.
LAUREL HEALTH RESOURCES, INC.
LEHIGH NURSING HOMES, INC.
LIFE SUPPORT MEDICAL EQUIPMENT, INC.
LIFE SUPPORT MEDICAL, INC.
LRC HOLDING COMPANY, INC.
LWNR, INC.
MABRI CONVALESCENT CENTER, INC.
MANOR MANAGEMENT CORP. OF GEORGIAN MANOR, INC.
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
MARLINTON ASSOCIATES, INC.
MARLINTON PARTNERSHIP HOLDING COMPANY, INC.
XXXXXXXX HEALTH CARE CENTER-CONCORD, INC.
XXXXXXXX HEALTH CARE CENTERS, INC.
MERIDIAN HEALTH, INC.
MERIDIAN HEALTHCARE INVESTMENTS, INC.
MERIDIAN HEALTHCARE, INC.
MHNR, INC.
MNR, INC.
XXXXXXXXXX NURSING HOMES, INC.
MULTICARE AMC, INC.
NURSING AND RETIREMENT CENTER OF THE ANDOVERS, INC.
OAK HILL HEALTH CARE CENTER, INC.
PHC OPERATING CORP.
PHILADELPHIA AVENUE CORPORATION
POCAHONTAS CONTINUOUS CARE CENTER, INC.
PRESCOTT NURSING HOME, INC.
PROSPECT PARK LTC MANAGEMENT, INC.
PROVIDENCE FUNDING CORPORATION
PROVIDENCE HEALTH CARE, INC.
REST HAVEN NURSING HOME, INC.
RHS MEMBERSHIP INTEREST HOLDING COMPANY
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
RIDGELAND HEALTH RESOURCES, INC.
RIVERSHORES HEALTH RESOURCES, INC.
RLNR, INC.
ROSE HEALTHCARE, INC.
ROSE VIEW MANOR, INC.
RSNR, INC.
RVNR, INC.
S. T. B. INVESTORS, LTD.
SCHUYLKILL NURSING HOMES, INC.
SENIOR LIVING VENTURES, INC.
SENIOR SOURCE, INC.
SNOW VALLEY HEALTH RESOURCES, INC.
SOLOMONT FAMILY MEDFORD VENTURE, INC.
XXXXXXXX CONVALESCENT CENTER, INC.
STATE STREET ASSOCIATES, INC.
SVNR, INC.
THE ADS GROUP, INC.
THE APPLE VALLEY PARTNERSHIP HOLDING COMPANY, INC.
THE HOUSE OF XXXXXXXX, INC.
THE MULTICARE COMPANIES, INC.
TMC ACQUISITION CORP.
TRI STATE MOBILE MEDICAL SERVICES, INC.
VALLEY MEDICAL SERVICES, INC.
VALLEY TRANSPORT AMBULANCE SERVICE, INC.
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
VERSALINK, INC.
VILLAS REALTY & INVESTMENTS, INC.
WALNUT LTC MANAGEMENT, INC.
WAYSIDE NURSING HOME, INC.
XXXXXXXXXX AMBULANCE SERVICE, INC.
WEST PHILA. LTC MANAGEMENT, INC.
WESTFORD NURSING AND RETIREMENT CENTER, INC.
WILLOW MANOR NURSING HOME, INC.
WYNCOTE HEALTHCARE CORP.
YE OLDE AMBULANCE COMPANY, INC.
YORK LTC MANAGEMENT, INC.
By: /s/ Xxxxxxx X. Xxxxxxxx
------------------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Senior Vice President, Planning and
Development, and Treasurer of each of the
foregoing entities
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
ADS APPLE VALLEY LIMITED PARTNERSHIP
By: ADS Apple Valley, Inc., its general partner
ADS HINGHAM LIMITED PARTNERSHIP
By: ADS Hingham Nursing Facility, Inc., its general partner
ADS RECUPERATIVE CENTER LIMITED PARTNERSHIP
By: ADS Recuperative Center, Inc., its general partner
BREVARD MERIDIAN LIMITED PARTNERSHIP
By: Meridian Healthcare, Inc., its general partner
CARE HAVEN ASSOCIATES LIMITED PARTNERSHIP
By: Glenmark Associates, Inc., its general partner
CATONSVILLE MERIDIAN LIMITED PARTNERSHIP
By: Meridian Healthcare, Inc. and Meridian Health, Inc., its general
partners
CUMBERLAND ASSOCIATES OF RHODE ISLAND, L.P.
By: Health Resources of Cumberland, Inc., its general partner
EASTON MERIDIAN LIMITED PARTNERSHIP
By: Meridian Healthcare, Inc. and Meridian Health, Inc., its general
partners
EDELLA STREET ASSOCIATES
By: Genesis Health Ventures of Clarks Summit, Inc., its general
partner
GENESIS ELDERCARE CENTERS I, L.P.
By: Genesis Eldercare Partnership Centers, Inc., its general partner
GENESIS ELDERCARE CENTERS II, L.P.
By: Genesis Eldercare Partnership Centers, Inc., its general partner
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
GENESIS ELDERCARE CENTERS III, L.P.
By: Genesis Eldercare Partnership Centers, Inc., its general partner
GENESIS HEALTH VENTURES OF WEST VIRGINIA, L.P.
By: Meridian Healthcare, Inc. and Meridian Health, Inc., its general
partners
GENESIS PROPERTIES LIMITED PARTNERSHIP
By: Genesis Health Ventures of Arlington, Inc., its general partner
GENESIS PROPERTIES OF DELAWARE LTD. PARTNERSHIP, L.P.
By: Genesis Properties of Delaware Corporation, its general partner
GLENMARK PROPERTIES I, LIMITED PARTNERSHIP
By: Glenmark Associates, Inc., its general partner
GREENSPRING MERIDIAN LIMITED PARTNERSHIP
By: Meridian Healthcare, Inc., its general partner
GROTON ASSOCIATES OF CONNECTICUT, L.P.
By: Health Resources of Groton, Inc., its general partner
XXXXXXXX XXXX MERIDIAN LIMITED PARTNERSHIP
By: Meridian Healthcare, Inc. and Meridian Health, Inc., its general
partners
XXXXXXXX HEALTH CARE CENTER-CONCORD LIMITED PARTNERSHIP
By: XxXxxxxx Health Care Center-Concord, Inc., its general partner
MERIDIAN/CONSTELLATION LIMITED PARTNERSHIP
By: Meridian Healthcare, Inc., its general partner
MERIDIAN EDGEWOOD LIMITED PARTNERSHIP
By: Meridian Healthcare, Inc., its general partner
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
MERIDIAN PERRING LIMITED PARTNERSHIP
By: Meridian Healthcare, Inc., its general partner
MERIDIAN VALLEY LIMITED PARTNERSHIP
By: Meridian Healthcare, Inc., its general partner
MERIDIAN VALLEY VIEW LIMITED PARTNERSHIP
By: Meridian Healthcare, Inc., its general partner
MIDDLETOWN (RI) ASSOCIATES OF RHODE ISLAND, L.P.
By: Health Resources of Middletown (RI), Inc., its general partner
MILLVILLE MERIDIAN LIMITED PARTNERSHIP
By: Meridian Healthcare, Inc., its general partner
NORTH CAPE CONVALESCENT CENTER ASSOCIATES, L.P.
By: Geriatric and Medical Services, Inc., its general
partner
PHILADELPHIA AVENUE ASSOCIATES
By: Philadelphia Avenue Corporation, its general partner
POINT PLEASANT HAVEN LIMITED PARTNERSHIP
By: Glenmark Associates, Inc. and GMA Partnership Holding Company,
Inc., its general partners
RALEIGH MANOR LIMITED PARTNERSHIP
By: Glenmark Associates, Inc., its general partner
RIVER STREET ASSOCIATES
By: Genesis Health Ventures of Xxxxxx-Xxxxx, Inc., its general
partner
ROMNEY HEALTH CARE CENTER, LTD., LIMITED PARTNERSHIP
By: Glenmark Associates, Inc., its general partner
SEMINOLE MERIDIAN LIMITED PARTNERSHIP
By: Meridian Health, Inc., its general partner
SISTERVILLE HAVEN LIMITED PARTNERSHIP
By: Glenmark Associates, Inc., its general partner
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
SOMERSET RIDGE GENERAL PARTNERSHIP
By: The Somerset Partnership Holding Company, Inc. and Solomont Family
Fall River Venture, Inc., its general partners
STATE STREET ASSOCIATES, L.P.
By: State Street Associates, Inc., its general partner
TEAYS VALLEY HAVEN LIMITED PARTNERSHIP
By: Glenmark Associates, Inc., its general partner
THE XXXXXX GROUP-XXXXXXX HOUSE, L.P.
By: Encare of Wyncote, Inc., its general partner
THE XXXXXX GROUP-QUAKERTOWN MANOR, L.P.
By: Encare of Quakertown, Inc., its general partner
THERAPY CARE SYSTEMS, L.P.
By: Genesis ElderCare Rehabilitation Services, Inc., its general
partner
VOLUSIA MERIDIAN LIMITED PARTNERSHIP
By: Meridian Health, Inc., its general partner
WALLINGFORD ASSOCIATES OF CONNECTICUT, L.P.
By: Health Resources of Wallingford, Inc., its general partner
WARWICK ASSOCIATES OF RHODE ISLAND, L.P.
By: Health Resources of Warwick, Inc., its general partner
By: /s/ Xxxxxxx X. Xxxxxxxx
-------------------------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Senior Vice President, Planning and Development, and
Treasurer of the respective general partners of each
of the foregoing entities
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
XXXXX XXXXX ASSOCIATES OF NEW JERSEY, L.P.
By: Encare of Mendham, L.L.C., its general partner
MERCERVILLE ASSOCIATES OF NEW JERSEY, L.P.
By: Breyut Convalescent Center, L.L.C., its general partner
POMPTON ASSOCIATES, L.P.
By: Pompton Care, L.L.C., its general partner
THE XXXXXX GROUP-OLD BRIDGE, L.P.
By: Health Resources of Xxxxx, L.L.C., its general partner
THE XXXXXX GROUP-RIDGEWOOD, L.P.
By: Health Resources of Ridgewood, L.L.C., its general partner
By: Century Care Management, Inc., the manager of
the respective general partners
of each of the foregoing entities
By: /s/ Xxxxxxx X. Xxxxxxxx
-------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Senior Vice President, Planning and
Development, and Treasurer
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
ARCADIA ASSOCIATES
By: ADS/Multicare, Inc., its managing partner
By: /s/ Xxxxxxx X. Xxxxxxxx
------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Senior Vice President, Planning and Development, and
Treasurer
XXXXXXXX HEALTH FACILITIES
By: Meridian Healthcare, Inc. and Meridian Health, Inc.,
its partners
By: /s/ Xxxxxxx X. Xxxxxxxx
-----------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Senior Vice President, Planning and Development, and
Treasurer of each of the partners of the foregoing entity
SOMERSET RIDGE LIMITED PARTERSHIP
By: Somerset Ridge LLC, its general partner
By: Somerset Ridge General Partnership, its sole manager
By: The Somerset Partnership Holding Company, Inc. and
Solomont Family Fall River Venture, Inc., its general
partners
By: /s/ Xxxxxxx X. Xxxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Senior Vice President, Planning and Development, and
Treasurer of each of the general partners of
Somerset Ridge General Partnership
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
BREYUT CONVALESCENT CENTER, L.L.C.
ENCARE OF MENDHAM, L.L.C.
HEALTH RESOURCES OF BRIDGETON, L.L.C.
HEALTH RESOURCES OF CINNAMINSON, L.L.C.
HEALTH RESOURCES OF CRANBURY, L.L.C.
HEALTH RESOURCES OF EATONTOWN, L.L.C.
HEALTH RESOURCES OF XXXXX, L.L.C.
HEALTH RESOURCES OF ENGLEWOOD, L.L.C.
HEALTH RESOURCES OF XXXXX, L.L.C.
HEALTH RESOURCES OF FAIR LAWN, L.L.C.
HEALTH RESOURCES OF XXXXXXX, L.L.C.
HEALTH RESOURCES OF RIDGEWOOD, L.L.C.
HEALTH RESOURCES OF SOUTH BRUNSWICK, L.L.C.
HEALTH RESOURCES OF WEST ORANGE, L.L.C.
POMPTON CARE, L.L.C.
ROEPHEL CONVALESCENT CENTER, L.L.C.
By: Century Care Management, Inc., the manager of
each of the foregoing entities
By: /s/ Xxxxxxx X. Xxxxxxxx
-------------------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Senior Vice President, Planning and
Development, and Treasurer
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
GENESIS-GEORGETOWN SNF/JV, LLC
GLENMARK LIMITED LIABILITY COMPANY I
MILFORD ALF, LLC
RESPIRATORY HEALTH SERVICES LLC
By: /s/ Xxxxxxx X. Xxxxxxxx
-----------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Senior Vice President, Planning and
Development, and Treasurer of each of the
foregoing entities
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
CITICORP NORTH AMERICA, INC., as Syndication
Agent and Lender
By: /s/ Xxxxxxx Xxxxxxxx
Name: Xxxxxxx Xxxxxxxx
Its Duly Authorized Signature
Term Loan B-1 Commitment: $25,870,945.95
--------------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
Foothill Income Trust II, L.P., by FIT II GP, LLC,
Its General Partner
By: /s/ M.E. Xxxxxxx
------------------
Name: M.E. Xxxxxxx
Its Duly Authorized Signature
Term Loan B-1 Commitment: $10,116,790.96
--------------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
GENERAL ELECTRIC CAPITAL CORPORATION, as
Documentation Agent and Lender
By: /s/ Xxxxx X. Xxxxxx
-----------------------------
Name: Xxxxx X. Xxxxxx
Its Duly Authorized Signatory
Term Loan B-1 Commitment: $__________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
BLUE SQUARE FUNDING LIMITED SERIES 3,
as Lender
By: /s/ Xxxxxxx X'Xxxxx
-------------------------
Name: Xxxxxxx X' Xxxxx
Vice President
Its Duly Authorized Signature
Term Loan B-1 Commitment: $4,311,824.32
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
ELF FUNDING TRUST I, as Lender
By: Highland Capital Management, L.P.
As Collateral Manager
By: /s/ Xxxx Xxxxxxx
-------------------------
Name: Xxxx Xxxxxxx
Senior Portfolio Manager
Highland Capital Management, L.P.
Its Duly Authorized Signature
Term Loan B-1 Commitment: $4,311,824.32
-------------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
Emerald Orchard Limited
By: /s/ Xxxxxx X. Xxxxx
----------------------
Name: Xxxxxx X. Xxxxx
Attorney in Fact
Its Duly Authorized Signature
Term Loan B-1 Commitment: $4,311,824.32
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
GLENEAGLES TRADING LLC, as Lender
By: /s/ Xxxxx X. Xxxxx
-------------------------------
Name: Xxxxx X. Xxxxx
Assistant Vice President
Its Duly Authorized Signature
Term Loan B-1 Commitment: $____________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
HIGHLAND LEGACY LIMITED, as Lender
By: Highland Capital Management, L.P.
As Collateral Manager
By: /s/ Xxxx Xxxxxxx
------------------------
Name: Xxxx Xxxxxxx
Senior Portfolio Manager
Highland Capital Management, L.P.
Its Duly Authorized Signature
Term Loan B-1 Commitment: $6,467,736.48
-------------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
HIGHLAND LOAN FUNDING V, LTD., as Lender
By: Highland Capital Management, L.P.
As Collateral Manager
By: /s/ Xxxx Xxxxxxx
--------------------
Name: Xxxx Xxxxxxx
Senior Portfolio Manager
Highland Capital Management, L.P.
Its Duly Authorized Signature
Term Loan B-1 Commitment: $4,311,824.32
-------------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
LOAN FUNDING IV, LLC, as Lender
By: Highland Capital Management, L.P.
As Portfolio Manager
By: /s/ Xxxx Xxxxxxx
------------------------
Name: Xxxx Xxxxxxx
Senior Portfolio Manager
Highland Capital Management, L.P.
Its Duly Authorized Signature
Term Loan B-1 Commitment: $2,155,912.16
-------------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
RESTORATION FUNDING CLO, LTD, as Lender
By: Highland Capital Management, L.P.
As Collateral Manager
By: /s/ Xxxx Xxxxxxx
----------------------------
Name: Xxxx Xxxxxxx
Senior Portfolio Manager
Highland Capital Management, L.P.
Its Duly Authorized Signature
Term Loan B-1 Commitment: $4,311,824.32
-------------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
UBS Loan Finance LLC
[INSERT NAME OF LENDER, as Lender]
By: /s/ Xxxxxxx X. Saint
---------------------
Name: Xxxxxxx X. Saint
Director
Banking Products
Services, US
Its Duly Authorized Signature
Term Loan B-1 Commitment: $0
--
By: /s/ Xxxx Xxxxxx
----------------
Name: Xxxx Xxxxxx
Associate Director
Banking Products Services, US
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
WACHOVIA BANK, NATIONAL ASSOCIATION, as
Administrative Agent and Lender
By: /s/ Xxxxx Santa Xxxx
--------------------------------
Name: Xxxxx Santa Xxxx
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
PINEHURST TRADING, INC., as Lender
By: /s/ Xxxxx X. Xxxxx
---------------------
Name: Xxxxx X. Xxxxx
Assistant Vice President
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
AIMCO CDO Series 2000-A
By: /s/ Xxxxx X. Xxxxxxx By: /s/ Xxxxx Xxxxxxx
-------------------- ---------------------
Name: Xxxxx X. Xxxxxxx Name: Xxxxx Xxxxxxx
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
ALLSTATE LIFE INSURANCE COMPANY
By: /s/ Xxxxx X. Xxxxxxx By: /s/ Xxxxx Xxxxxxx
--------------------- -----------------------------------
Name: Xxxxx X. Xxxxxxx Name: Xxxxx Xxxxxxx
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
Centurion CDO III, Limited
By: American Express Asset Management Group Inc.
as Collateral Manager
[INSERT NAME OF LENDER, as Lender]
By: /s/ Xxxxxx Xxxxxxxxx
-------------------------
Name: Xxxxxx Xxxxxxxxx
Director - Operations
Its Duly Authorized Signature
Term Loan B-1 Commitment: $862,364.86
-----------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
KZH CYPRESSTREE-1 LLC, as Lender
By: /s/ Xxxxxx Xxxxxxx
-------------------
Name: Xxxxxx Xxxxxxx
Its Duly Authorized Signature
Term Loan B-1 Commitment: $862,364.86
------------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
KZH STERLING LLC, as Lender
By: /s/ Xxxxxx Xxxxxxx
-----------------------
Name: Xxxxxx Xxxxxxx
Its Duly Authorized Signature
Term Loan B-1 Commitment: $862,364.86
-----------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
DIAMOND SPRINGS TRADING LLC, as Lender
By: /s/ Xxxxx X. Xxxxx
-----------------------
Name: Xxxxx X. Xxxxx
Assistant Vice President
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
APEX (IDM) CDO I, LTD, as Lender]
By: Xxxxx X. Xxxxxx & Company Inc. as
Collateral Manager
By: /s/ Xxxxxxx X. Xxxxxxxx
----------------------------
Name: Xxxxxxx X. Xxxxxxxx
Managing Director
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
XXXX & XXXXXXX XXXXX FOUNDATION, as Lender
By: Xxxxx X. Xxxxxx & Company Inc. as
Investment Adviser
By: /s/ Xxxxxxx X. Xxxxxxxx
--------------------------
Name: Xxxxxxx X. Xxxxxxxx
Managing Director
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
MAPLEWOOD (CAYMAN) LIMITED, as Lender
By: Xxxxx X. Xxxxxx & Company Inc. under delegated
authority from Massachusetts Mutual Life Insurance
Company as Investment Manager
By: /s/ Xxxxxxx X. Xxxxxxxx
----------------------------
Name: Xxxxxxx X. Xxxxxxxx
Managing Director
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
MASSACHUSETTS MUTUAL LIFE
INSURANCE COMPANYD, as Lender
By: Xxxxx X. Xxxxxx & Company Inc. as Investment
Adviser
By: /s/ Xxxxxxx X. Xxxxxxxx
--------------------------
Name: Xxxxxxx X. Xxxxxxxx
Managing Director
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
PERSEUS CDO I, LIMITED, as Lender
By: Xxxxx X. Xxxxxx & Company Inc. under delegated
authority from Massachusetts Mutual Life Insurance
Company as Portfolio Manager
By: /s/ Xxxxxxx X. Xxxxxxxx
----------------------------
Name: Xxxxxxx X. Xxxxxxxx
Managing Director
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
SIMSBURY CLO LIMITED, as Lender
By: Xxxxx X. Xxxxxx & Company Inc. under delegated
authority from Massachusetts Mutual Life Insurance
Company as Collateral Manager
By: /s/ Xxxxxxx X. Xxxxxxxx
---------------------------
Name: Xxxxxxx X. Xxxxxxxx
Managing Director
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
Ballyrock CDO I Limited, By: Ballyrock Investment
Advisors LLC, as Collateral Manager
By: /s/ Xxxx Xxxxx
--------------
Name: Xxxx Xxxxx
Assistant Treasurer
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
Ballyrock CDO II Limited, By: Ballyrock Investment
Advisors LLC, as Collateral Manager
By: /s/ Xxxx Xxxxx
---------------
Name: Xxxx Xxxxx
Assistant Treasurer
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
Fidelity Advisor Series II: Fidelity Advisor Floating Rate
High Income Fund
By: /s/ Xxxx Xxxxxxxxx
-----------------------
Name: Xxxx Xxxxxxxxx
Assistant Treasurer
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
Flagship CLO 2001-1
By: Flagship Capital Management, Inc.
By: /s/ Xxxxxxx Xxxxxxxx
----------------------
Name: Xxxxxxx Xxxxxxxx
Its Duly Authorized Signature
Term Loan B-1 Commitment: $1940320.95
-----------
Flagship CLO II
By: Flagship Capital Management, Inc.
By: /s/ Xxxxxxx Xxxxxxxx
---------------------
Name: Xxxxxxx Xxxxxxxx
Its Duly Authorized Signature
Term Loan B-1 Commitment: $1681611.49
-----------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
FIRST TRUST/FOUR CORNERS SENIOR FLOATING
RATE INCOME FUND II, as Lender
By: Four Corners Capital Management LLC,
As Collateral Manager
By: /s/ Xxxx Xxxxx
-------------------
Name: XXXX XXXXX
Vice President
Its Duly Authorized Signature
Term Loan B-1 Commitment: $4,381,499.98
-------------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
MACQUARIE/FIRST TRUST GLOBAL
INFRASTRUCTURE/UTILITIES DIVIDEND
& INCOME FUND, as Lender
By: Four Corners Capital Management LLC,
As Collateral Manager
By: /s/ Xxxx Xxxxx
---------------
Name: XXXX XXXXX
Vice President
Its Duly Authorized Signature
Term Loan B-1 Commitment: $2,000,000
----------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
ENDURANCE CLO I, LTD.
By: ING Capital Advisors LLC,
as Portfolio Manager
By: /s/ Xxxxx X. Xxxx
-------------------
Name: Xxxxx X. Xxxx
Title: Director
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
NEMEAN CLO, LTD.
By: ING Capital Advisors LLC,
as Investment Manager
By: /s/ Xxxxx X. Xxxx
----------------------
Name: Xxxxx X. Xxxx
Title: Director
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
SEQUILS-ING I (HBDGM), LTD.
By: ING Capital Advisors LLC,
as Collateral Manager
By: /s/ Xxxxx X. Xxxx
------------------
Name: Xxxxx X. Xxxx
Title: Director
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
LCM I LIMITED PARTNERSHIP
By: Lyon Capital Management LLC,
As Collateral Manager
By: /s/ Farboud Tavangar
------------------------------
Name: LYON CAPITAL MANAGEMENT LLC
Farboud Tavangar
Senior Portfolio Manager
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
Venture III CDO, Limited
By its investment advisor MJX Asset Management LLC
/s/ Xxxxxxx Xxxxxxx
-------------------
Name: Xxxxxxx Xxxxxxx
Director
Its Duly Authorized Signature
Term Loan B-1 Commitment: $323,386.82
-----------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
[INSERT NAME OF LENDER, as Lender]
By:____________________________
Name:
Its Duty Authorized Signature
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
Authorized Signatory
Term Loan B-1 Commitment: $3,794,405.00
-------------
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
HARBOURVIEW CLO IV, LTD.
By: /s/ Xxxx Xxxxxxx
-----------------
Name: Xxxx Xxxxxxx
Director
Its Duly Authorized Signature
Term Loan B-1 Commitment: $1,641,086.82
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
HARBOURVIEW CLO V, LTD.
By: /s/ Xxxx Xxxxxxx
------------------
Name: Xxxx Xxxxxxx
Director
Its Duly Authorized Signature
Term Loan B-1 Commitment: $1,633,738.35
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
XXXXXXXXXXX SENIOR FLOATING RATE FUND
By: /s/ Xxxx Xxxxxxx
-------------------
Name: Xxxx Xxxxxxx
Director
Its Duly Authorized Signature
Term Loan B-1 Commitment: $864,526.18
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
LONG LANE MASTER TRUST IV, as Lender
By: /s/ Xxxxx X. Xxxxx
-----------------------
Name: Xxxxx X. Xxxxx
Authorized Agent
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
AIG SUNAMERICA LIFE ASSURANCE COMPANY (DBA ANCHOR NATIONAL
LIFE INSURANCE CO.)
By: AIG Global Investment Corp., Its Investment Advisor
By: /s/ W. Xxxxxxx Xxxxxx
-------------------------
Name: W. Xxxxxxx Xxxxxx
Vice President
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
GALAXY CLO 1999-1, LTD.
By: AIG Global Investment Corp.,
Its Collateral Manager
By: /s/ W. Xxxxxxx Xxxxxx
-------------------------
Name: W. Xxxxxxx Xxxxxx
Vice President
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
GALAXY CLO 2003-1, LTD.
By: AIG Global Investment Corp., Its Investment Adviser
By: /s/ W. Xxxxxxx Xxxxxx
Name: W. Xxxxxxx Xxxxxx
Vice President
Its Duly Authorized Signature
Term Loan B-1 Commitment: $_________
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
KZH SOLEIL-2 LLC, as Lender
By: /s/ Xxxxxx Xxxxxxx
----------------------
Name: Xxxxxx Xxxxxxx
Its Duly Authorized Signature
Term Loan B-1 Commitment: $422,558.78
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]
KZH SOLEIL LLC, as Lender
By: /s/ Xxxxxx Xxxxxxx
--------------------
Name: Xxxxxx Xxxxxxx
Its Duly Authorized Signature
Term Loan B-1 Commitment: $362,193.24
[SIGNATURE PAGE TO FIRST AMENDMENT TO GENESIS HEALTHCARE CORPORATION CREDIT,
SECURITY, GUARANTY AND PLEDGE AGREEMENT]