CREDIT AGREEMENT DATED AS OF AUGUST 29, 2005 AMONG LOUD TECHNOLOGIES INC. and ST. LOUIS MUSIC, INC., as Borrowers, MERRILL LYNCH CAPITAL, a Division of Merrill Lynch Business Financial Services Inc., as Administrative Agent, as a Lender and as Sole...Credit Agreement • September 2nd, 2005 • Loud Technologies Inc • Radio & tv broadcasting & communications equipment • Illinois
CREDIT AGREEMENT dated as of August 29, 2005 among LOUD TECHNOLOGIES INC., a Washington corporation (“LOUD”), ST. LOUIS MUSIC, INC., a Missouri corporation (“SLM”; LOUD and SLM, each as a Borrower), the financial institutions or other entities from time to time parties hereto, each as a Lender, MERRILL LYNCH CAPITAL, a division of Merrill Lynch Business Financial Services Inc., individually as a Lender, as Administrative Agent, Sole Bookrunner and Sole Lead Arranger, and ING CAPITAL LLC, as Syndication Agent.
SUBORDINATION AGREEMENTSubordination Agreement • September 2nd, 2005 • Loud Technologies Inc • Radio & tv broadcasting & communications equipment
SUBORDINATION AGREEMENT (as amended or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of August 29, 2005, among (i) MERRILL LYNCH CAPITAL, a division of Merrill Lynch Business Financial Services Inc., in its capacity as administrative agent (together with any successor administrative agent, including in connection with a Permitted Refinancing (as defined below), the “Agent”) for the Senior Lenders (as defined below), (ii) OCM MEZZANINE FUND, L.P. in its capacity as a holder of the Subordinated Debt (a “Subordinating Creditor” and together with its successors and assigns in such capacity, the “Subordinated Debtholders”), (iii) LOUD TECHNOLOGIES INC., a Washington corporation (“LOUD”), (iv) ST. LOUIS MUSIC, INC., a Missouri corporation (“SLM”; each of LOUD and SLM being referred to herein as a “Company” and, together, as the “Companies”) and (v) each of the subsidiaries, if any, of either Company party hereto from time to time (each,
Securities Purchase Agreement among LOUD Technologies Inc. St. Louis Music, Inc. The Other Guarantors from Time to Time Party Hereto OCM Mezzanine Fund, L.P. Dated as of August 29, 2005Securities Purchase Agreement • September 2nd, 2005 • Loud Technologies Inc • Radio & tv broadcasting & communications equipment
LOUD Technologies Inc., a Washington corporation (the “Company”) and St. Louis Music, Inc., a Missouri corporation (“SLM”) propose to refinance all of their existing outstanding Debt through: (a) $69,500,000 in aggregate principal amount of committed senior secured loan facilities of the Company and SLM to be comprised of (i) up to $15,000,000 aggregate principal amount of term loan A to be drawn on the Closing Date, (ii) up to $14,500,000 of term loan B to be drawn on the Closing Date and (iii) a $40,000,000 revolving credit facility, in each case pursuant to and in accordance with the Senior Financing Documents (as defined in Article XIII) and (b) the issuance and sale of the Notes (as defined in Article XIII) in the aggregate principal amount of $14,750,000, pursuant to and in accordance with the Subordinated Note Documents (as defined in Article XIII).
