—] Common Shares Issuable Upon Exercise of Rights to Subscribe for such Shares DEALER MANAGER AGREEMENTDealer Manager Agreement • March 15th, 2010 • PIMCO Income Strategy Fund II • New York
Each of [PIMCO Income Strategy Fund (formerly, PIMCO Floating Rate Income Fund) / PIMCO Income Strategy Fund II (formerly, PIMCO Floating Rate Strategy Fund)], a voluntary association with transferable shares organized and existing under and by virtue of the laws of The Commonwealth of Massachusetts (commonly referred to as a Massachusetts business trust) (the “Fund”), and Allianz Global Investors Fund Management LLC (the “Investment Manager”), hereby confirms the agreement with and appointment of UBS Securities LLC to act as dealer manager (the “Dealer Manager”) in connection with the issuance by the Fund to the holders of record (the “Record Date Shareholders”) at the close of business on the record date set forth in the Prospectus (as defined herein) (the “Record Date”) of transferable rights entitling such Record Date Shareholders to subscribe for up to [—] shares (each a “Share” and, collectively, the “Shares”) of common shares of beneficial interest, par value $0.00001 per share
ContractInformation Agent Agreement • March 15th, 2010 • PIMCO Income Strategy Fund II • New York
This will serve as the agreement between The Altman Group, Inc. (“The Altman Group”), with offices at 60 E. 42nd Street, Suite 916, New York, NY 10165 and PIMCO Income Strategy Fund II (the “Fund”), with offices at 1345 Avenue of the Americas, New York, NY 10105, pursuant to which The Altman Group will serve the Fund as Information Agent for the upcoming Rights Offering (the “Offer”).
SUBSCRIPTION AGENCY AGREEMENTSubscription Agency Agreement • March 15th, 2010 • PIMCO Income Strategy Fund II • Massachusetts
Agreement made as of the _th day of March, 2010 between PIMCO Income Strategy Fund II (PFN) with principal offices at 1345 Avenue of the Americas, New York, New York 10105 (the “Fund”) and The Colbent Corporation with principal offices at 161 Bay State Drive Braintree, Massachusetts 02184 (“Colbent”).
PIMCO FLOATING RATE STRATEGY FUND AMENDMENT NO. 1 TO THE AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUSTAmended and Restated Agreement and Declaration of Trust • March 15th, 2010 • PIMCO Income Strategy Fund II
The undersigned, being at least a majority of the Trustees of PIMCO Floating Rate Strategy Fund (the “Trust”), hereby amend the Trust’s Amended and Restated Agreement and Declaration of Trust dated October 5, 2004 (the “Declaration of Trust”), a copy of which is on file in the office of the Secretary of State of the Commonwealth of Massachusetts, as follows:
