Attached files
file | filename |
---|---|
8-K - FORM 8-K - TRICO MARINE SERVICES INC | h78257e8vk.htm |
Exhibit 10.1
FOURTH AMENDMENT AND WAIVER TO
PRIORITY CREDIT AGREEMENT
THIS FOURTH AMENDMENT AND WAIVER TO PRIORITY CREDIT AGREEMENT (referred to below) (this
Fourth Amendment), dated as of December 3, 2010, by and among TRICO SUPPLY AS, a limited company
organized under the laws of Norway (Holdings), the Subsidiary Guarantors listed on Schedule IX to
the Credit Agreement (as defined below) (the Subsidiary Guarantors), TRICO SHIPPING AS, a limited
company organized under the laws of Norway and a wholly-owned Subsidiary of Holdings (the
Borrower), the Lenders (as defined below) party hereto, and CANTOR FITZGERALD SECURITIES
(Cantor), as Administrative Agent (in such capacity, the Administrative Agent). Unless
otherwise indicated, all capitalized terms used herein and not otherwise defined herein shall have
the respective meanings provided such terms in the Credit Agreement referred to below.
WITNESSETH:
WHEREAS, the Borrower, Holdings, the Subsidiary Guarantors, the lenders from time to time
party thereto (each, a Lender and, collectively, the Lenders) and the Administrative Agent are
parties to a Priority Credit Agreement, dated as of September 21, 2010 (as amended by the First
Amendment to Priority Credit Agreement, dated as of October 1, 2010, the Second Amendment to
Priority Credit Agreement, dated as of October 15, 2010, and the Third Amendment, Consent and
Waiver to Priority Credit Agreement, dated as of November 12, 2010, the Credit Agreement):
WHEREAS, pursuant to Section 2.01(c) of the Credit Agreement, Tranche B Term Loans may only
be drawn by the Borrower on a date occurring prior to the Tranche B Term Loan Commitment Date;
WHEREAS, the Tranche B Term Loan Commitment Termination Date occurred on October 31, 2010;
WHEREAS, the Credit Parties have requested that the Lenders extend the Tranche B Term Loan
Commitment Date;
WHEREAS, the Credit Parties have requested waivers of certain events which are or may become
events of default under the Credit Agreement as described herein;
WHEREAS, the Lenders are willing to agree to this Fourth Amendment on and subject to the
terms and conditions contained herein;
NOW, THEREFORE, in consideration of the premises, the mutual covenants contained
herein and for other valuable consideration, the receipt and adequacy of which are hereby
acknowledged, the Credit Parties and the Lenders party hereto hereby agree as follows:
ARTICLE I
AMENDMENT TO CREDIT AGREEMENT
AMENDMENT TO CREDIT AGREEMENT
Section 1.1 Amendment to Section 1. Section 1 of the Credit Agreement is hereby amended by
deleting the definition of Tranche B Term Loan Commitment Termination Date in its entirety and
substituting the following in its stead:
Tranche B Term Loan Commitment Termination Date shall mean December
31, 2010.
ARTICLE II
WAIVER
WAIVER
Section 2.1 The undersigned Lenders hereby waive compliance with the
following:
(a) The provisions of Section 10.15 of the Credit Agreement with respect to the month ended
November 30, 2010;
(b) Any Default or Event of Default under the Credit Agreement attributable to a
default or event of default under the Senior Notes Indenture or the Senior Notes due to (i) the
failure of the Credit Parties to have the requisite level minimum cash on the test date of
November 30, 2010 and (ii) the failure of the Credit Parties to maintain the requisite level of
LTM consolidated cash flow on the test date of October 31, 2010 and on the test date of November 30, 2010; provided, that such failure shall not result in the holder or holders of the Senior
Notes (or the Senior Notes Trustee on behalf of such holder or holders) causing such Senior Notes
to become due prior to their stated maturity (it being understood that the existence of a valid
agreement by the holder or holders of the Senior Notes to forbear from an acceleration of the
Senior Notes shall be sufficient for the purposes of this Section 2.1(b)); and
(c) Any Default or Event of Default under the Credit Agreement attributable to the occurrence
of a default or an event of default under the Working Capital Credit Agreement that results from
any of the events described in Sections 2.1(a) or (b) above as well as (i) the failure of the
Credit Parties to have the requisite level minimum cash on the test date of November 30, 2010,
(ii) the failure of the Credit Parties to maintain the requisite level of LTM consolidated cash
flow on the test date of October 31, 2010 and on the test date of November 30, 2010 and (iii) the
occurrence of the Forbearance Termination Date (as defined in the Working Capital Credit
Agreement due to (x) the failure of the Borrower to draw the Tranche B Term Loan by October 31, 2010 or (y) the occurrence of an event of default under the Working Capital Credit Agreement;
provided, that such default or event of default under the Working Capital Credit Agreement shall
not cause, or result in a lender or the lenders under the Working Capital Credit Agreement (or an
agent on behalf of such lender or lenders) causing such Indebtedness thereunder to become due
prior to its stated maturity (it being understood that the existence of a valid agreement by the
requisite lender or lenders under the Working Capital Credit Agreement
-2-
to forbear from an acceleration of the Indebtedness thereunder shall be sufficient for the
purposes of this Section 2.1(c)).
Section 2.2 The provisions of Sections 7.01(ii) and 7.01 (iii) of the Credit
Agreement shall be true and correct after giving effect to Tranche B Term Loan Borrowing,
other than the representation contained in Section 8.05(e) of the Credit Agreement.
Section 2.3 Notwithstanding Section 2.03(a)(ii) of the Credit Agreement to the contrary,
the Lenders hereby agree to make the Tranche B Term Loans available to the Borrower upon one
Business Days prior notice by the Borrower to the Administrative Agent of the Tranche B Term
Loans to be incurred thereunder, provided that such notice shall be deemed to have been given on a
certain day only if given before 11:00 a.m. (New York City time) on such day.
ARTICLE III
REAFFIRMATION
REAFFIRMATION
Section 3.1 Each Credit Party hereby acknowledges and agrees that it expects to realize
substantial direct and indirect benefits as a result of the amendments and waivers contemplated
by this Fourth Amendment.
Section 3.2 Each Credit Party hereby acknowledges its receipt of this Fourth Amendment and
its review of the terms and conditions thereof and consents to the terms and conditions of this
Fourth Amendment contemplated hereby and thereby.
Section 3.3 Each Credit Party, by executing and delivering a copy hereof, hereby (i)
affirms and confirms its guarantee, pledge, grant and other agreements under and pursuant to the
applicable Guaranty and Security Documents (including, without limitation, any such Security
Documents governed by the laws of New York, Brazil, Cayman, Island of Guernsey, Mexico,
Netherlands, Norway, Scotland, Bahamas, Isle of Man, Vanuatu and England and Wales) in accordance
with the terms and provisions thereof and (ii) agrees that, notwithstanding the effectiveness of
this Fourth Amendment, (x) each such Guaranty and Security Document continues to be in full force
and effect and (y) all guarantees, pledges, grants and other agreements thereunder shall continue
to be in full force and effect without interruption to secure the Secured Obligations (including,
for the avoidance of doubt, the Loans made by the Lenders from and after the date hereof and all
other obligations under the Credit Documents as each such Credit Document may be amended on the
date hereof and as it may be further amended, restated, modified or supplemented from time to
time), in each case, as such agreements and other documents are being amended hereby or in
connection herewith.
ARTICLE IV
MISCELLANEOUS PROVISIONS
MISCELLANEOUS PROVISIONS
Section 4.1 In order to induce the Lenders to enter into this Fourth Amendment,
each of Holdings and the Borrower hereby represents and warrants that (i) no
-3-
Default or Event of Default exists as of the Fourth Amendment Effective Date after giving
effect to this Fourth Amendment and (ii) all of the representations and warranties contained in the
Credit Agreement (other than the representation contained in Section 8.05(e) of the Credit
Agreement) are true and correct in all material respects on the Fourth Amendment Effective Date
both before and after giving effect to this Fourth Amendment, with the same effect as though such
representations and warranties had been made on and as of the Fourth Amendment Effective Date (it
being understood that any representation or warranty made as of a specific date shall be true and
correct in all material respects as of such specific date).
Section 4.2 This Fourth Amendment is limited as specified and shall not, except as
expressly set forth herein, constitute a modification, acceptance, consent to deviation from or
waiver of any other provision of the Credit Agreement or any other Credit Document.
Section 4.3 This Fourth Amendment may be executed in any number of counterparts and by
the different parties hereto on separate counterparts, each of which counterparts when executed
and delivered shall be an original, but all of which shall together constitute one and the same
instrument. A complete set of counterparts shall be lodged with the Borrower and the
Administrative Agent. Delivery of an executed signature page to this Fourth Amendment by
facsimile transmission, as a .pdf attachment or by other electronic means of transmission shall
be as effective as delivery of a manually signed counterpart of this Fourth Amendment.
Section 4.4 THIS FOURTH AMENDMENT AND THE RIGHTS AND
OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY
THE LAW OF THE STATE OF NEW YORK AND SHALL BE SUBJECT TO THE WAIVER OF JURY TRIAL AND NOTICE
PROVISIONS IN THE CREDIT AGREEMENT.
Section 4.5 This Fourth Amendment shall become effective on the date
(the Fourth Amendment
Effective Date) that each of the following conditions precedent shall have occurred:
(a) each Credit Party, each Lender and the Administrative Agent have signed a counterpart
hereof (whether the same or different counterparts) and delivered the same (including by way of
facsimile or other electronic transmission) to Paul, Weiss, Rifkind, Wharton & Garrison LLP, 1285
Avenue of the Americas, New York, NY 10019 Attention: Liza Montesano (facsimile number:
212-492-0304 / email: lmontesano@paulweiss.com);
(b) the Borrower shall have paid or caused to be paid to the Administrative Agent and the
Lenders the costs, fees and expenses (including, without limitation, reasonable legal fees and
expenses of Paul, Weiss, Rifkind, Wharton & Garrison LLP) payable to the Administrative Agent
and the Lenders to the extent then due; and
(c) the Approved Budget in effect on the Fourth Amendment Effective Date shall
provide for the payment of the costs, fees and expenses referred to in Section 4.5(b) above.
-4-
Section 4.6 Except for deliveries that are required pursuant to the Credit Agreement,
each of the parties hereto agree and acknowledge that notwithstanding anything to the contrary
contained herein, none of the Administrative Agent or the Borrower or any of its Subsidiaries
shall have any duty to disseminate any information or materials, or to solicit the
participation, of any Lender (or any affiliate (including funds under common management)
thereof).
Section 4.7 The Borrower and its Subsidiaries agree to indemnify and hold harmless the
Administrative Agent, the Lenders and their respective affiliates and each director, officer,
employee, representative and agent thereof (each, an indemnified person) from and against any and
all actions, suits, proceedings (including any investigations or inquiries), claims, losses,
damages, liabilities or expenses of any kind or nature whatsoever which may be incurred by or
asserted against or involve the Administrative Agent, the Lenders or any other such indemnified
person as a result of or arising out of or in any way related to or resulting from the matters
related to this Amendment or any of the other Credit Documents (collectively, the indemnifiable
claims) and, upon demand, to pay and reimburse the Administrative Agent, the Lenders and each
other indemnified person for any reasonable legal or other out-of-pocket expenses paid or incurred
in connection with investigating, defending or preparing to defend any such indemnifiable claim
(whether or not the Administrative Agent, the Lenders or any other such indemnified person is a
party to any action or proceeding out of which any such expenses arise). Notwithstanding the
foregoing, no indemnified party shall be entitled to seek any indemnity for any indemnifiable claim
arising from the gross negligence or willful misconduct (as determined by a court of competent
jurisdiction in a final and non-appealable decision) or otherwise caused by action or inaction of
such indemnified person.
Section 4.8 From and after the Fourth Amendment Effective Date, all references in the
Credit Agreement and each of the other Credit Documents to the Credit Agreement shall be deemed to
be references to the Credit Agreement as amended by this Fourth Amendment.
* * *
-5-
IN WITNESS WHEREOF, the parties hereto have caused their duly authorized officers to
execute and deliver this Fourth Amendment as of the date first above written.
TRICO SHIPPING AS |
||||
By: | /s/ Gerald Alistair Gray | |||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
TRICO SUPPLY AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
DEEPOCEAN SHIPPING III AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
[Signature Page to Fourth Amendment to Credit Agreement]
IN WITNESS WHEREOF, the parties hereto have caused their duly
authorized officers to execute and deliver this Fourth Amendment as of the
date first above written.
TRICO SHIPPING AS |
||||
By: | ||||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
TRICO SUPPLY AS |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Chairman | |||
DEEPOCEAN SHIPPING III AS |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Chairman | |||
[Signature Page to Fourth Amendment to Credit Agreement]
DEEPOCEAN SHIPPING II AS |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Chairman | |||
DEEPOCEAN SHIPPING AS |
||||
By: | ||||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
DEEPOCEAN AS |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Chairman | |||
TRICO SUPPLY (UK) LIMITED |
||||
By: | ||||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
ALBYN MARINE LIMITED |
||||
By: | ||||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
CTC MARINE PROJECTS LIMITED |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Director | |||
DEEPOCEAN BRASIL SERVICOS LTDA. |
||||
By: | ||||
Name: | Tomás Salazar | |||
Title: | Manager | |||
[Signature Page to Fourth Amendment to Credit Agreement]
DEEPOCEAN SHIPPING II AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
DEEPOCEAN SHIPPING AS |
||||
By: | /s/ Gerald Alistair Gray | |||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
DEEPOCEAN AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
TRICO SUPPLY (UK) LIMITED |
||||
By: | /s/ Gerald Alistair Gray | |||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
ALBYN MARINE LIMITED |
||||
By: | /s/ Gerald Alistair Gray | |||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
CTC MARINE PROJECTS LIMITED |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Director | |||
DEEPOCEAN BRASIL SERVICOS LTDA. |
||||
By: | ||||
Name: | Tomás Salazar | |||
Title: | Manager | |||
[Signature Page to Fourth Amendment to Credit Agreement]
DEEPOCEAN SHIPPING II AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
DERPOCEAN SHIPPING AS |
||||
By: | ||||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
DEEPOCEAN AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
TRICO SUPPLY (UK) LIMITED |
||||
By: | ||||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
ALBYN MARINE LIMITED |
||||
By: | ||||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
CTC MARINE PROJECTS LIMITED |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Director | |||
DEEPOCEAN BRASIL SERVICOS LTDA. |
||||
By: | /s/ Tomás Salazar | |||
Name: | Tomás Salazar | |||
Title: | Manager | |||
[Signature Page to Fourth Amendment to Credit Agreement]
DEEPOCEAN MARITIME AS |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Chairman | |||
DEEPOCEAN MANAGEMENT AS |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Chairman | |||
DEEPOCEAN DE MEXICO, S. DE R.L. DE
C.V. |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Manager | |||
CTC MARINE NORWAY AS |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Chairman | |||
CTC MARINE PROJECTS (GUBRNSEY) LIMITED |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Director | |||
DEEPOCEAN SUBSEA SERVICES LIMITED |
||||
By: | ||||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
DEEPOCEAN B.V. |
||||
By: | ||||
Name: | Mads Ragnar Bårdsen | |||
Title: | Director | |||
[Signature Page to Fourth Amendment to Credit Agreement]
DEEPOCEAN MARITIME AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
DEEPOCEAN MANAGEMENT AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
DEEPOCEAN DE MEXICO, S. DE R.L. DE C.V. |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Manager | |||
CTC MARINE NORWAY AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
CTC MARINE PROJECTS (GUERNSEY) LIMITED |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Director | |||
DEEPOCEAN SUBSEA SERVICES LIMITED |
||||
By: | /s/ Gerald Alistair Gray | |||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
DEEPOCEAN B.V. |
||||
By: | ||||
Name: | Mads Ragnar Bårdsen | |||
Title: | Director | |||
[Signature Page to Fourth Amendment to Credit Agreement]
DEEPOCEAN MARITIME AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
DEEPOCEAN MANAGEMENT AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
DEEPOCEAN DE MEXICO, S. DE R.L. DE C.V. |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Manager | |||
CTC MARINE NORWAY AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
CTC MARINE PROJECTS (GUERNSEY) LIMITED |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Director | |||
DEEPOCEAN SUBSEA SERVICES LIMITED |
||||
By: | ||||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
DEEPOCEAN B.V. |
||||
By: | /s/ Mads Ragnar Bårdsen | |||
Name: | Mads Ragnar Bårdsen | |||
Title: | Director | |||
[Signature Page to Fourth Amendment to Credit Agreement]
DEEPOCEAN UK LTD. |
||||
By: | /s/ Gerald Alistair Gray | |||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
SERVICIOS PROFESIONALES DE APOYO ESPECIALIZADO, S. DE R.L. DE C.V. |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Manager | |||
SERVICIOS DE SOPORTE PROFESIONAL ADMINISTRATIVO, S. DE R.L. DE C.V. |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Manager | |||
TRICO SUBSEA AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
TRICO SUBSEA HOLDING AS |
||||
By: | ||||
Name: | Geoff Jones | |||
Title: | Chairman | |||
[Signature Page to Fourth Amendment to Credit Agreement]
DEEPOCEAN UK LTD. |
||||
By: | ||||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
SERVICIOS PROFESIONALES DE APOYO ESPECIALIZADO, S. DE R.L. DE C.V. |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Manager | |||
SERVICIOS DE SOPORTE PROFESIONAL ADMINISTRATIVO, S. DE R.L. DE C.V. |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Manager | |||
TRICO SUBSEA AS |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Chairman | |||
TRICO SUBSEA HOLDING AS |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Chairman | |||
[Signature Page to Fourth Amendment to Credit Agreement]
CANTOR FITZGERALD SECURITIES, as Administrative Agent |
||||
By: | /s/ James Bond | |||
Name: | James Bond | |||
Title: | Chief Operating Officer | |||
[Trico
Signature Page to Fourth Amendment to Credit Agreement]
FIDELITY ADVISOR SERIES II: FIDELITY ADVISOR STRATEGIC INCOME FUND, as a Lender |
||||
By: | /s/ Jeffrey Christian | |||
Name: | Jeffrey Christian | |||
Title: | Deputy Treasurer | |||
[Signature Page to Fourth Amendment to Credit Agreement]
FIDELITY SUMMER STREET TRUST: FIDELITY CAPITAL & INCOME FUND, as a Lender |
||||
By: | /s/ Jeffrey Christian | |||
Name: | Jeffrey Christian | |||
Title: | Deputy Treasurer | |||
[Signature Page to Fourth Amendment to Credit Agreement]
FIDELITY SCHOOL STREET TRUST: FIDELITY STRATEGIC INCOME FUND, as a Lender |
||||
By: | /s/ Jeffrey Christian | |||
Name: | Jeffrey Christian | |||
Title: | Deputy Treasurer | |||
[Signature Page to Fourth Amendment to Credit Agreement]
ILLINOIS MUNICIPAL RETIREMENT
FUND, by Pyramis Global Advisors Trust Company, as investment manager as a Lender |
||||
By: | /s/ Lynn M. Farrand | |||
Name: | Lynn M. Farrand | |||
Title: | Director | |||
[Signature Page to Fourth Amendment to Credit Agreement]
VARIABLE INSURANCE PRODUCTS FUND V: STRATEGIC INCOME PORTFOLIO, as a Lender |
||||
By: | /s/ Jeffrey Christian | |||
Name: | Jeffrey Christian | |||
Title: | Deputy Treasurer | |||
[Signature Page to Fourth Amendment to Credit Agreement]
MUTUAL EUROPEAN FUND, as a Lender |
||||
By: | /s/ Bradley Takahashi | |||
Name: | Bradley Takahashi | |||
Title: | Vice President Franklin Mutual Advisers, LLC |
|||
[Signature Page to Fourth Amendment to Credit Agreement]
FRANKLIN MUTUAL RECOVERY FUND, as a Lender |
||||
By: | /s/ Bradley Takahashi | |||
Name: | Bradley Takahashi | |||
Title: | Vice President Franklin Mutual Advisers, LLC |
|||
[Signature Page to Fourth Amendment to Credit Agreement]
THE ROYAL BANK OF SCOTLAND PLC |
||||
By: | RBS Securities Inc., its agent as a Lender |
|||
By: | /s/ Jason Leddy | |||
Name: | Jason Leddy | |||
Title: | Authorized Signatory | |||
[Signature Page to Fourth Amendment to Credit Agreement]
Western Asset Management Company as Investment Manager and Agent on behalf of: Western Asset Floating Rate High Income Fund LLC, as a Lender |
||||
By: | /s/ Kim Nguyen | |||
Name: | Kim Nguyen | |||
Title: | Authorized Signatory | |||
[Signature
Page to Fourth Amendment to Credit Agreement]
Western Asset Management Company as Investment Manager and Agent on behalf of: John Hancock Fund II Floating Rate Income Fund, as a Lender |
||||
By: | /s/ Kim Nguyen | |||
Name: | Kim Nguyen | |||
Title: | Authorized Signatory | |||
[Signature Page to Fourth Amendment to Credit Agreement]
CCIF Loans Limited |
||||
By: | Goldman Sachs Asset Management, L.P., its sub Advisor as a Lender |
|||
By: | /s/ Casey Lankeman | |||
Name: | Casey Lankeman | |||
Title: | Vice President | |||
[Signature Page to Fourth Amendment to Credit Agreement]
ARTIO GLOBAL INVESTMENT FUNDS, ACTING SOLEY WITH RESPECT TO ITS SERIES, ARTIO GLOBAL HIGH INCOME FUND as a Lender |
||||
By: | /s/ Victor J. Simon | |||
Name: | Victor J. Simon | |||
Title: | Vice President | |||
[Signature Page to Fourth Amendment to Credit Agreement]
ARTIO GLOBAL MANAGEMENT LLC, ON BEHALF OF THE ARTIO GLOBAL HIGH INCOME GROUP TRUST FUND, as a Lender |
||||
By: | /s/ Victor J. Simon | |||
Name: | Victor J. Simon | |||
Title: | Vice President | |||
[Signature Page to Fourth Amendment to Credit Agreement]
ARTIO GLOBAL MANAGEMENT LLC, ON BEHALF OF THE ARTIO GLOBAL HIGH INCOME FUND LLC, as a Lender |
||||
By: | /s/ Victor J. Simon | |||
Name: | Victor J. Simon | |||
Title: | Vice President | |||
[Signature Page to Fourth Amendment to Credit Agreement]
ARTIO GLOBAL MANAGEMENT LLC, ON BEHALF OF THE CALIFORNIA STATE TEACHERS RETIREMENT SYSTEM, as a Lender |
||||
By: | /s/ Victor J. Simon | |||
Name: | Victor J. Simon | |||
Title: | Vice President | |||
[Signature Page to Fourth Amendment to Credit Agreement]
ARTIO GLOBAL MANAGEMENT LLC,
ON BEHALF OF THE GENERAL
RETIREMENT SYSTEM OF THE CITY
OF DETROIT, as a Lender |
||||
By: | /s/ Victor J. Simon | |||
Name: | Victor J. Simon | |||
Title: | Vice President | |||
[Signature Page to Fourth Amendment to Credit Agreement]
ARTIO GLOBAL MANAGEMENT LLC, ON BEHALF OF THE CITY OF PHILADELPHIA PUBLIC EMPLOYEES RETIREMENT SYSTEM, as a Lender |
||||
By: | /s/ Victor J. Simon | |||
Name: | Victor J. Simon | |||
Title: | Vice President | |||
[Signature Page to Fourth Amendment to Credit Agreement]
ARTIO GLOBAL MANAGEMENT LLC,
ON BEHALF OF THE CALIFORNIA PUBLIC EMPLOYEES RETIREMENT SYSTEM, as a Lender |
||||
By: | /s/ Victor J. Simon | |||
Name: | Victor J. Simon | |||
Title: | Vice President | |||
[Signature Page to Fourth Amendment to Credit Agreement]
Oaktree Opps TS Investments Ltd. By: Oaktree Capital Management, L.P. Its: Director |
||||
By: | /s/ Ken Liang | |||
Name: | Ken Liang | |||
Title: | Authorized Signatory | |||
By: | /s/ Jennifer Box | |||
Name: | Jennifer Box | |||
Title: | Authorized Signatory | |||
Goldman Sachs Palmetto State Credit
Fund L.P. as a Lender By: Goldman Sachs Asset Management,
L.P., its investment manager
|
||||
By: | /s/ Casey Lankeman | |||
Name: | Casey Lankeman | |||
Title: | Vice President | |||
[Signature Page to Fourth Amendment to Credit Agreement]
Goldman Sachs Credit Strategies Fund, as a Lender By: Goldman Sachs Asset Management, solely in its capacity as Investment Manager and as Principal |
||||
By: | /s/ Casey Lankeman | |||
Name: | Casey Lankeman | |||
Title: | Vice President | |||
[Signature Page to Fourth Amendment to Credit Agreement]
Liberty Harbor Distressed Credit Aggregator L.L.P., as a Lender |
||||
By: | Liberty Harbor Distressed Credit Opportunities Advisors, LLC as General Partner |
|||
By: | /s/ Casey Lankeman | |||
Name: | Casey Lankeman | |||
Title: | Vice President | |||
[Signature Page to Fourth Amendment to Credit Agreement]
Goldman Sachs Corporate Credit Investment Fund LLC, as a Lender |
||||
By: |
Goldman Sachs Asset Management, L.P., its investment manager |
|||
By: | /s/ Casey Lankeman | |||
Name: | Casey Lankeman | |||
Title: | Vice President | |||
[Signature Page to Fourth Amendment to Credit Agreement]
Liberty Harbor Master Fund L.L.P., as a Lender |
||||
By: |
Goldman Sachs Asset Management, L.P., its investment manager |
|||
By: | /s/ Casey Lankeman | |||
Name: | Casey Lankeman | |||
Title: | Vice President | |||
[Signature Page to Fourth Amendment to Credit Agreement]
Mariner LDC, as a Lender |
||||
By: |
Mariner Investment Group, as Investment Advisor |
|||
By: | /s/ David Corleto | |||
Name: David Corleto | ||||
Title: | Principal | |||
[Signature Page to Fourth Amendment to Credit Agreement]
Caspian Capital Partners, L.P., as a Lender |
||||
By: | Mariner Investment Group, as Investment Advisor |
|||
By: | /s/ David Corleto | |||
Name: | David Corleto | |||
Title: | Principal | |||
[Signature Page to Fourth Amendment to Credit Agreement]
Caspian Corporate Loan Fund LLC, as a Lender |
||||
By: | Mariner Investment Group LLC, as Investment Advisor |
|||
By: | /s/ David Corleto | |||
Name: | David Corleto | |||
Title: | Principal | |||
[Signature Page to Fourth Amendment to Credit Agreement]
Caspian Select Credit Master Fund, Ltd., as a Lender |
||||
By: | Mariner Investment Group, as Investment Advisor |
|||
By: | /s/ David Corleto | |||
Name: | David Corleto | |||
Title: | Principal | |||
[Signature Page to Fourth Amendment to Credit Agreement]
Caspian Alpha Long Credit Fund, L.P., as a Lender |
||||
By: | Mariner Investment Group LLC, as Investment Advisor |
|||
By: | /s/ David Corleto | |||
Name: | David Corleto | |||
Title: | Principal | |||
[Signature Page to Fourth Amendment to Credit Agreement]
Caspian Solitude Master Fund, L.P., as a Lender |
||||
By: | Mariner Investment Group LLC, as Investment Advisor |
|||
By: | /s/ David Corleto | |||
Name: | David Corleto | |||
Title: | Principal | |||
[Signature Page to Fourth Amendment to Credit Agreement]
SPECTRUM ORIGINATION LLC, as a Lender |
||||
By: | /s/ Jeffrey A. Schaffer | |||
Jeffrey A. Schaffer | ||||
Managing Member | ||||
[Signature Page to Fourth Amendment to Credit Agreement]
DSIAR. LTD., as a Lender |
||||
By: | /s/ Herbert K. Seit | |||
Name: | Herbert K. Seit | |||
Title: | Managing Director, Citigroup Alternative Investments LLC Its Investments Adviser |
|||
By: | /s/ James Duplessie | |||
Name: | James Duplessie | |||
Title: | Managing Director Citigroup Alternative Investment LLC Its Investment Adviser |
|||
[Signature Page to Fourth Amendment to Credit Agreement]
CAI DISTRESSED DEBT OPPORTUNITY MASTER FUND. LTD., as a Lender |
||||
By: | /s/ Herbert K. Seit | |||
Name: | Herbert K. Seit | |||
Title: | Managing Director, Citigroup Alternative Investments LLC Its Investments Adviser |
|||
By: | /s/ James Duplessie | |||
Name: | James Duplessie | |||
Title: | Managing Director Citigroup Alternative Investment LLC Its Investment Adviser |
|||
[Signature Page to Fourth Amendment to Credit Agreement]
SPECIAL VALUE CONTINUATION PARTNERS, LP, as a Lender TENNENBAUM OPPORTUNITIES PARTNERS V, LP, as a Lender TENNENBAUM DIP OPPORTUNITY FUND, LLC, as a Lender |
||||
By: | Tennenbaum Capital Partners, LLC, Investment Manager of each of the above companies |
|||
By: | /s/ Michael Leitner | |||
Name: | Michael Leitner | |||
Title: | Managing Partner | |||
[Signature Page to Fourth Amendment to Credit Agreement]