CONSENT, JOINDER AND SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 2nd, 2015 • Remy International, Inc. • Motor vehicle parts & accessories • New York
This Consent, Joinder and Second Amendment to Credit Agreement, dated as of December 31, 2014 (this "Amendment"), is among NEW REMY HOLDCO CORP. (after giving effect to the Second Amendment Closing Date Transaction (as defined in the Amended Credit Agreement (as hereinafter defined)), as Parent ("Parent"), REMY HOLDINGS, INC. (f/k/a Remy International, Inc.), a Delaware corporation ("Remy Holdings"), WESTERN REMAN INDUSTRIAL, INC., an Indiana corporation ("Western Reman Inc."), POWER INVESTMENTS, INC., an Indiana corporation ("Power Investments"), REMY ELECTRIC MOTORS, L.L.C., a Virginia limited liability company ("Remy Electric"), REMAN HOLDINGS, L.L.C., a Delaware limited liability company ("Reman Holdings"), REMY INDIA HOLDINGS, INC., a Delaware corporation ("Remy India"), REMY TECHNOLOGIES, L.L.C., a Delaware limited liability company ("Remy Technologies"), REMY KOREA HOLDINGS, L.L.C., a Delaware limited liability company ("Remy Korea"), REMY INC., a Delaware corporation ("Remy Inc
AMENDED AND RESTATED TERM B LOAN CREDIT AGREEMENTTerm B Loan Credit Agreement • January 2nd, 2015 • Remy International, Inc. • Motor vehicle parts & accessories • New York
This SECOND AMENDED AND RESTATED TERM B LOAN CREDIT AGREEMENT (“Agreement”) is entered into as of December 31, 2014, among Remy Holdings, Inc., a Delaware corporation (formerly named Remy International, Inc.) (the “Borrower”), Remy International, Inc., a Delaware corporation (formerly named New Remy Holdco Corp.) (“Holdings”), New Remy Corp., a Delaware corporation (“Intermediate Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (“MLPFS”), UBS SECURITIES LLC (“UBS”), WELLS FARGO SECURITIES, LLC and DEUTSCHE BANK SECURITIES INC. (“DB”), as joint lead arrangers (in such capacities, the “Arrangers”), UBS, Wells Fargo Bank, N.A. and DB, as co-syndication agents (in such capacities, the “Syndication Agents”), and MLPFS, as book manager (in such capacities, the “Book Manager”).
