ContractSixth Supplemental Indenture • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
This SIXTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of November 11, 2015, among CABOT FINANCIAL (LUXEMBOURG) II S.A., a public limited liability company (société anonyme) incorporated under laws of Luxembourg with its registered office at 6, rue Gabriel Lippmann, L-5365 Munsbach, Luxembourg, registered with the register of commerce and companies of Luxembourg under the number B 201.268, BRAMLEYSIDE LIMITED (in the process of changing its name to CABOT FINANCIAL (TREASURY) IRELAND), a private company limited by shares incorporated under the laws of Ireland, (the “New Guarantors”), MARLIN INTERMEDIATE HOLDINGS PLC, a public limited company incorporated under the laws of England and Wales with its registered office at Marlin House, 16-22 Grafton Road, Worthing, West Sussex, United Kingdom, BN11 1QP (the “Issuer”), MARLIN FINANCIAL GROUP LIMITED, a private limited company organized under the laws of England and Wales, MARLIN FINANCIAL INTERMEDIATE LIMITED, a private
ContractFourth Supplemental Indenture • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of July 28, 2015, among HILLESDEN SECURITIES LIMITED, a private limited company incorporated under the laws of England and Wales (the “New Guarantor”), CABOT FINANCIAL (LUXEMBOURG) S.A., a société anonyme incorporated under Luxembourg law with registered office at L-5365 Munsbach, 6, rue Gabriel Lippmann, registered with the register of commerce and companies of Luxembourg under the number B 171.245 (the “Issuer”), CABOT CREDIT MANAGEMENT LIMITED, a limited liability company organized under the laws of England and Wales, CABOT FINANCIAL LIMITED, a limited liability company incorporated under the laws of England and Wales (the “Company”), certain subsidiaries of the Company from time to time parties hereto, CITIBANK, N.A., LONDON BRANCH, as trustee (the “Trustee”), under the Indenture referred to below.
ContractSixth Supplemental Indenture • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS SIXTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of November 11, 2015, among CABOT FINANCIAL (LUXEMBOURG) II S.A., a public limited liability company (société anonyme) incorporated under laws of Luxembourg with its registered office at 6, rue Gabriel Lippmann, L-5365 Munsbach, Luxembourg, registered with the register of commerce and companies of Luxembourg under the number B 201.268, BRAMLEYSIDE LIMITED (in the process of changing its name to CABOT FINANCIAL (TREASURY) IRELAND), a private company limited by shares incorporated under the laws of Ireland, (the “New Guarantors”), CABOT FINANCIAL (LUXEMBOURG) S.A., a société anonyme incorporated under Luxembourg law with registered office at L-5365 Munsbach, 6, rue Gabriel Lippmann, registered with the register of commerce and companies of Luxembourg under the number B 171.245 (the “Issuer”), CABOT CREDIT MANAGEMENT LIMITED, a limited liability company organized under the laws of England and Wales, CABOT FINANCIAL
ContractFourth Supplemental Indenture • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of May 28, 2015, among CABOT ASSET PURCHASES (IRELAND) LIMITED, CABOT FINANCIAL (IRELAND) LIMITED, both limited liability companies incorporated under the laws of Ireland, (the “New Guarantors”), CABOT FINANCIAL (LUXEMBOURG) S.A., a société anonyme incorporated under Luxembourg law with registered office at L-5365 Munsbach, 6, rue Gabriel Lippmann, registered with the register of commerce and companies of Luxembourg under the number B 171.245 (the “Issuer”), CABOT CREDIT MANAGEMENT LIMITED, a limited liability company organized under the laws of England and Wales, CABOT FINANCIAL LIMITED, a limited liability company incorporated under the laws of England and Wales (the “Company”), certain subsidiaries of the Company from time to time parties hereto and CITIBANK, N.A., LONDON BRANCH, as trustee (the “Trustee”), under the Indenture referred to below.
ContractThird Supplemental Indenture • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of November 11, 2015, among CABOT FINANCIAL (LUXEMBOURG) II S.A., a public limited liability company (société anonyme) incorporated under laws of Luxembourg with its registered office at 6, rue Gabriel Lippmann, L-5365 Munsbach, Luxembourg, registered with the register of commerce and companies of Luxembourg under the number B 201.268, BRAMLEYSIDE LIMITED (in the process of changing its name to CABOT FINANCIAL (TREASURY) IRELAND), a private company limited by shares incorporated under the laws of Ireland, (the “New Guarantors”), CABOT FINANCIAL (LUXEMBOURG) S.A., a société anonyme incorporated under the laws of Luxembourg with registered office at 6, rue Gabriel Lippmann, L-5365 Munsbach, Luxembourg, registered with the register of commerce and companies of Luxembourg under the number B 171.245 (the “Issuer”), CABOT CREDIT MANAGEMENT LIMITED, a limited liability company organized under the laws of England and Wa
INCREMENTAL FACILITY AGREEMENTIncremental Facility Agreement • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
Reference is hereby made to that certain Second Amended and Restated Credit Agreement, dated as of February 25, 2014, as amended by that certain Amendment No. 1 to Second Amended and Restated Credit Agreement dated as of August 1, 2014 and that certain Amendment No. 2 to Second Amended and Restated Credit Agreement dated as of July 9, 2015 (as so amended, and as the same may be further amended, restated, modified, supplemented, extended or replaced from time to time, the “Credit Agreement”), by and among Encore Capital Group, Inc. (“Borrower”), the several banks and other financial institutions and lenders from time to time party thereto (the “Lenders”), SunTrust Bank, as administrative agent (in such capacity, the “Administrative Agent”) and collateral agent, issuing bank and swingline lender. Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings set forth in the Credit Agreement. This Incremental Facility Agreement (this “Agreement”) (i) is
ContractFourth Supplemental Indenture • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
This FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of May 28, 2015, among CABOT ASSET PURCHASES (IRELAND) LIMITED, CABOT FINANCIAL (IRELAND) LIMITED, both limited liability companies incorporated under the laws of Ireland, (the “New Guarantors”), MARLIN INTERMEDIATE HOLDINGS PLC, a public limited company incorporated under the laws of England and Wales with its registered office at Marlin House, 16-22 Grafton Road, Worthing, West Sussex, United Kingdom, BN11 1QP (the “Issuer”), MARLIN FINANCIAL GROUP LIMITED, a private limited company organized under the laws of England and Wales, MARLIN FINANCIAL INTERMEDIATE LIMITED, a private limited company organized under the laws of England and Wales, MARLIN FINANCIAL INTERMEDIATE II LIMITED, a private limited company organized under the laws of England and Wales (the “Company”), certain subsidiaries of the Company from time to time parties hereto and THE BANK OF NEW YORK MELLON, LONDON BRANCH, as trustee (the “Trustee”),
ContractFifth Supplemental Indenture • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
This FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of July 28, 2015, among HILLESDEN SECURITIES LIMITED, a private limited company incorporated under the laws of England and Wales (the “New Guarantor”), MARLIN INTERMEDIATE HOLDINGS PLC, a public limited company incorporated under the laws of England and Wales with its registered office at Marlin House, 16-22 Grafton Road, Worthing, West Sussex, United Kingdom, BN11 1QP (the “Issuer”), MARLIN FINANCIAL GROUP LIMITED, a private limited company organized under the laws of England and Wales, MARLIN FINANCIAL INTERMEDIATE LIMITED, a private limited company organized under the laws of England and Wales, MARLIN FINANCIAL INTERMEDIATE II LIMITED, a private limited company organized under the laws of England and Wales (the “Company”), certain subsidiaries of the Company from time to time parties hereto and THE BANK OF NEW YORK MELLON, LONDON BRANCH, as trustee (the “Trustee”), under the Indenture referred to below.
ContractSupplemental Indenture • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of July 28, 2015, among HILLESDEN SECURITIES LIMITED, a private limited company incorporated under the laws of England and Wales (the “New Guarantor”), CABOT FINANCIAL (LUXEMBOURG) S.A., a société anonyme incorporated under Luxembourg law with registered office at L-5365 Munsbach, 6, rue Gabriel Lippmann, registered with the register of commerce and companies of Luxembourg under the number B 171.245 (the “Issuer”), CABOT CREDIT MANAGEMENT LIMITED, a limited liability company organized under the laws of England and Wales, CABOT FINANCIAL LIMITED, a limited liability company incorporated under the laws of England and Wales (the “Company”), certain subsidiaries of the Company from time to time parties hereto and CITIBANK, N.A., LONDON BRANCH, as trustee (the “Trustee”), under the Indenture referred to below.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of February 19, 2016, by and between Encore Capital Group, Inc., a Delaware corporation (“Seller”), and the entities listed as Assignees in Schedule 1 attached hereto (collectively, “Purchaser”), and, solely for the purposes of Section 2.1, Propel Acquisition LLC (“Propel”) and Propel Financial Services, LLC (“PFS” and together with Propel, “Transferring Subsidiaries”). Purchaser and Seller are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
ContractThird Supplemental Indenture • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of May 28, 2015, among CABOT ASSET PURCHASES (IRELAND) LIMITED, CABOT FINANCIAL (IRELAND) LIMITED, both limited liability companies incorporated under the laws of Ireland, (the “New Guarantors”), CABOT FINANCIAL (LUXEMBOURG) S.A., a société anonyme incorporated under Luxembourg law with registered office at L-5365 Munsbach, 6, rue Gabriel Lippmann, registered with the register of commerce and companies of Luxembourg under the number B 171.245 (the “Issuer”), CABOT CREDIT MANAGEMENT LIMITED, a limited liability company organized under the laws of England and Wales, CABOT FINANCIAL LIMITED, a limited liability company incorporated under the laws of England and Wales (the “Company”), certain subsidiaries of the Company from time to time parties hereto, CITIBANK, N.A., LONDON BRANCH, as trustee (the “Trustee”), under the Indenture referred to below.
ContractSupplemental Indenture • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of May 28, 2015, among CABOT ASSET PURCHASES (IRELAND) LIMITED, CABOT FINANCIAL (IRELAND) LIMITED, both limited liability companies incorporated under the laws of Ireland, (the “New Guarantors”), CABOT FINANCIAL (LUXEMBOURG) S.A., a société anonyme incorporated under the laws of Luxembourg with registered office at 6, rue Gabriel Lippmann, L-5365 Munsbach, Luxembourg, registered with the register of commerce and companies of Luxembourg under the number B 171.245 (the “Issuer”), CABOT CREDIT MANAGEMENT LIMITED, a limited liability company organized under the laws of England and Wales, CABOT FINANCIAL LIMITED, a limited liability company incorporated under the laws of England and Wales (the “Company”), certain subsidiaries of the Company from time to time parties hereto and CITIBANK, N.A., LONDON BRANCH, as trustee (the “Trustee”), under the Indenture referred to below.
ContractSupplemental Indenture • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of November 11, 2015, among CABOT FINANCIAL (LUXEMBOURG) II S.A., a public limited liability company (société anonyme) incorporated under laws of Luxembourg with its registered office at 6, rue Gabriel Lippmann, L-5365 Munsbach, Luxembourg, registered with the register of commerce and companies of Luxembourg under the number B 201.268, BRAMLEYSIDE LIMITED (in the process of changing its name to CABOT FINANCIAL (TREASURY) IRELAND), a private company limited by shares incorporated under the laws of Ireland, (the “New Guarantors”), CABOT FINANCIAL (LUXEMBOURG) S.A., a société anonyme incorporated under Luxembourg law with registered office at L-5365 Munsbach, 6, rue Gabriel Lippmann, registered with the register of commerce and companies of Luxembourg under the number B 171.245 (the “Issuer”), CABOT CREDIT MANAGEMENT LIMITED, a limited liability company organized under the laws of England and Wales, CABOT FINANCIAL
ContractSecond Supplemental Indenture • February 24th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of July 28, 2015, among HILLESDEN SECURITIES LIMITED, a private limited company incorporated under the laws of England and Wales (the “New Guarantor”), CABOT FINANCIAL (LUXEMBOURG) S.A., a société anonyme incorporated under the laws of Luxembourg with registered office at 6, rue Gabriel Lippmann, L-5365 Munsbach, Luxembourg, registered with the register of commerce and companies of Luxembourg under the number B 171.245 (the “Issuer”), CABOT CREDIT MANAGEMENT LIMITED, a limited liability company organized under the laws of England and Wales, CABOT FINANCIAL LIMITED, a limited liability company incorporated under the laws of England and Wales (the “Company”), certain subsidiaries of the Company from time to time parties hereto and CITIBANK, N.A., LONDON BRANCH, as trustee (the “Trustee”), under the Indenture referred to below.
