Attached files
file | filename |
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8-K - FORM 8-K - TRICO MARINE SERVICES INC | h78465e8vk.htm |
EX-10.1 - EX-10.1 - TRICO MARINE SERVICES INC | h78465exv10w1.htm |
Exhibit 10.2
EXECUTION COPY
FIFTH AMENDMENT AND CONSENT TO PRIORITY CREDIT AGREEMENT
THIS FIFTH AMENDMENT AND CONSENT TO PRIORITY CREDIT AGREEMENT (this Consent), dated
as of December 16, 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.
W I T N E S S E T H:
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, and the
Fourth Amendment and Waiver to Priority Credit Agreement, dated as of December 3, 2010, the
Credit Agreement);
WHEREAS, Trico Subsea Holding AS, a Norwegian limited company and a Subsidiary Guarantor, has
(i) entered into an agreement to sell the Trico Sabre and the Trico Star, which are Mortgaged
Vessels under the Credit Agreement, to a single buyer for an aggregate price in cash of $52,300,000
(the Purchase Price) and (ii) if such agreement is cancelled, desires to sell such
Vessels to another buyer or buyers for a sale price that is not less than 95% of the Purchase Price
if sold en bloc or $25,000,000 per Vessel if sold individually (such transaction, the Vessel
Sale);
WHEREAS, the Credit Parties have requested that the Required Lenders consent to the Vessel
Sale, as required by Section 10.02(b) of the Credit Agreement;
WHEREAS, pursuant to Sections 5.02(b) and 10.02(b) of the Credit Agreement, the Credit Parties
are required to use the proceeds of the Vessel Sale to prepay the outstanding Loans;
WHEREAS, the Credit Parties have requested that the Required Lenders consent to the following
application of the net proceeds of the Vessel Sale: (i) $20,000,000 to be retained by the Credit
Parties for working capital purposes, to repay the loans under the Credit Agreement or the Working
Capital Credit Agreement or to redeem additional Senior Notes on the terms set out in clause
(ii)(b) below, and (ii) the remaining net proceeds to be used to pay pro rata in accordance with
the amounts of indebtedness outstanding thereunder between (a) loans and/or
cash collateralized letters of credit under the Working Capital Credit Agreement and (b) the
principal amount and accrued interest on the Senior Notes to be redeemed, without prepayment
premium, penalty or make whole (the Application of Vessel Sale Proceeds);
WHEREAS, the Credit Parties desire to include certain fees and expenses owing under the
Working Capital Credit Agreement as Secured Obligations under the Credit Agreement;
WHEREAS, the Lenders are willing to agree to this Consent 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
AMENDMENT
Section 1.1 Amendment to Section 1. Section 1 of the Credit Agreement is hereby
amended by deleting the definition of Obligations in its entirety and replacing it with the
following:
Obligations shall mean (i) all amounts owing to the Administrative Agent, the
Collateral Agent or any Lender pursuant to the terms of this Agreement or, to the extent related to
the Loans, any other Credit Document, and (ii) all amounts owing to the Administrative Agent (as
defined in the Working Capital Credit Agreement) or any Working Capital Lender (as defined in
Section 14.01(b)) pursuant to the terms of Section 14.01(b).
Section 1.2 Amendment to Section 14.01. Section 14.01 of the Credit Agreement is
hereby amended by designating the existing provision as paragraph (a) thereof and adding the
following language as new paragraphs (b) and (c):
(b) In addition to the foregoing, the Borrower agrees to pay all reasonable out-of-pocket
costs and expenses of the Term Lenders (for the purposes of this Section 14.01 only, as defined in
the Working Capital Credit Agreement) and the Revolving Lenders (for the purposes of this Section
14.01 only, as defined in the Working Capital Credit Agreement and, together with the Term Lenders,
the Working Capital Lenders) (including, without limitation, the reasonable fees and
disbursements of Latham & Watkins LLP, White & Case LLP and the Working Capital Lenders local
maritime counsel and the Working Capital Lenders consultants), in each case, in connection with
the preparation, execution and delivery of this Agreement, the other Credit Documents, the Working
Capital Credit Agreement and the other Working Capital Credit Documents and the documents and
instruments referred to herein and therein and any amendment, waiver, assignment or consent
relating hereto or thereto and the Working Capital Lenders and in connection with the enforcement
of this Agreement, the other Credit Documents, the Working Capital Credit Agreement and the other
Working Capital Credit
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Documents and the documents and instruments referred to herein and therein or in connection with
any refinancing or restructuring of the credit arrangements provided under this Agreement or the
Working Capital Credit Agreement in the nature of a work-out or pursuant to any insolvency or
bankruptcy proceedings (including, in each case without limitation, the reasonable fees and
disbursements of counsel and consultants for the Working Capital
Lenders), provided, that notwithstanding anything to the contrary herein or in any other Credit Document (including, without
limitation, the inclusion of the Borrowers obligations under this Section 14.01(b) in the
definition of Obligations), (x) until the payment of all Obligations (other than Obligations
under this Section 14.01(b), subject to the terms of the Collateral Agency and Intercreditor
Agreement, the Working Capital Lenders shall not have any right under this Agreement to consent to
any release of, dilution of, or other change with respect to, the Collateral or any exercise of
remedies with respect to the Collateral or any change of any nature to the Obligations (other than
the obligations under this Section 14.01(b), (y) in the case of any sale of the Collateral, the
Lenders may not release any Lien on the Collateral as it relates to the Obligations unless all of
the proceeds of the sale of such Collateral are either (A) applied to pay the Obligations or (B)
subject to a first priority Lien securing the Obligations until such proceeds are otherwise
utilized with the consent of the Required Lenders, and (z) if the Liens on the Collateral are to be
released with respect to the Obligations pursuant to Section 3.1(a)(6) of the Collateral Agency and
Intercreditor Agreement, then prior to such release the Borrower shall (A) pay to the Term Lenders
a retainer for payment of professional fee obligations under this Section 14.01(b) in a reasonable
amount to be mutually agreed between the Term Lenders and the Borrower, and (B) pay to the
Revolving Lenders a retainer for payment of professional fee obligations under this Section
14.01(b) in a reasonable amount to be mutually agreed between the Revolving Lenders and the
Borrower. Any limitation on rights of the Working Capital Lenders contained in this Section
14.01(b) are applicable solely in their capacity as Working Capital Lenders and do not apply to any
rights they may have as Lenders under this Agreement. Solely for the purposes of this Section
14.01(b), the Working Capital Lenders and the Administrative Agent (as defined in the Working
Capital Credit Agreement) shall be third party beneficiaries of this Agreement.
(c) Notwithstanding anything to the contrary herein or in any other Credit Document, if the
Liens on the Collateral are to be released with respect to the Obligations pursuant to Section
3.1(a)(6) of the Collateral Agency and Intercreditor Agreement, then prior to such release the
Borrower shall pay a retainer to the professionals for the noteholders under the Senior Notes
Indenture in a reasonable amount to be mutually agreed between the Required Lenders and the
Borrower.
Section 1.3 Amendment to Section 14.12(a). Section 14.12(a) of the Credit Agreement is
hereby amended by deleting the word or immediately prior to clause (w) at the end thereof and
replacing it with , and adding the following immediately prior to the period at the end of
Section 14.12(a):
, (x) without the consent of the Term Lenders (as defined in the Working Capital Credit
Agreement), amend, modify or waive any provision (or any definitions related thereto) relating to
the rights of the Term Lenders to receive the amounts described in Section 14.01(b) or
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(y) without the consent of the Revolving Lenders (as defined in the Working Capital Credit
Agreement), amend, modify or waive any provision (or any definitions related thereto) relating to
the rights of the Revolving Lenders to receive the amounts described in Section 14.01(b).
ARTICLE II
CONSENT
CONSENT
Section 2.1
The undersigned Required Lenders hereby consent to (a) the
Vessel Sale (provided,
that at the time of such Vessel Sale it is permitted under the Working Capital Credit Agreement and
the Senior Notes Indenture for the Senior Notes, and (b) the Application of Vessel Sale Proceeds;
provided, that to the extent permitted under the Working Capital Credit Agreement and the Senior
Notes Indenture after giving effect to this Consent, any proceeds retained by the Credit Parties
for working capital purposes pursuant to the Application of Vessel Sale Proceeds shall be deposited
in an account to be designated by the Required Lenders.
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 Consent.
Section 3.2 Each Credit Party hereby acknowledges its receipt of this Consent and its review
of the terms and conditions thereof and consents to the terms and conditions of this Consent
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 Consent, (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.
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ARTICLE IV
MISCELLANEOUS PROVISIONS
MISCELLANEOUS PROVISIONS
Section 4.1 In order to induce the Lenders to enter into this Consent, each of Holdings and
the Borrower hereby represents and warrants that (i) no Default or Event of Default exists as of
the Consent Effective Date after giving effect to this Consent 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
Consent Effective Date both before and after giving effect to this Consent, with the same effect as
though such representations and warranties had been made on and as of the Consent 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 Consent 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 Consent 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 Consent 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 Consent.
Section 4.4 THIS CONSENT 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 Consent shall become effective on the date (the Consent
Effective Date)
that each of the following conditions precedent shall have occurred:
(a) each Credit Party, the Required Lenders 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 obtained a valid consent, in form and substance acceptable to the
Required Lenders, to the Vessel Sale and the Application of Vessel Sale Proceeds from the lenders
under the Working Capital Credit Agreement pursuant to the Working Capital Credit Agreement, and
consent shall have become effective in accordance with its terms;
- 5 -
(c) the Borrower shall have obtained a valid consent, in form and substance acceptable to the
Required Lenders, to the Vessel Sale and the Application of Vessel Sale Proceeds from the holders
of the Senior Notes pursuant to the Senior Notes Indenture, and such consent shall have become
effective in accordance with its terms;
(d) 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
(e) the Approved Budget in effect on the Consent Effective Date shall provide for the payment
of the costs, fees and expenses referred to in Section 4.5(d) above.
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 Consent 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 modified by this Consent.
* * *
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IN WITNESS WHEREOF, the parties hereto have caused their duly authorized officers to execute and
deliver this Consent 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: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Chairman | |||
DEEPOCEAN SHIPPING III AS |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Chairman | |||
[Signature Page to Consent to Credit Agreement]
DEEPOCEAN SHIPPING II AS |
||||
By: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Chairman | |||
DEEPOCEAN SHIPPING AS |
||||
By: | /s/ Gerald Alistair Gray | |||
Name: | Gerald Alistair Gray | |||
Title: | Managing Director | |||
DEEPOCEAN AS |
||||
By: | /s/ Geoff Jones | |||
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: | /s/ Geoff Jones | |||
Name: | Geoff Jones | |||
Title: | Director | |||
DEEPOCEAN BRASIL SERVICOS LTDA. |
||||
By: | /s/ Tomás Salazar | |||
Name: | Tomás Salazar | |||
Title: | Manager | |||
[Signature Page to Consent 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 (GUERNSEY) LIMITED |
||||
By: | /s/ Geoff Jones | |||
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: | /s/ Mads Ragnar Bårdsen | |||
Name: | Mads Ragnar Bårdsen | |||
Title: | Director | |||
[Signature Page to Consent 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: | /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 Consent 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 Consent 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 Consent to Credit Agreement]
Mariner LDC, as a Lender |
||||
By: | Mariner Investment Group, | |||
as Investment Advisor | ||||
By: | /s/ Charles R. Howe, II | |||
Name: | Charles R. Howe, II | |||
Title: | President | |||
[Signature Page to Consent to Credit Agreement]
Caspian Capital Partners, L.P., as a Lender |
||||
By: | Mariner Investment Group, | |||
as Investment Advisor | ||||
By: | /s/ Charles R. Howe, II | |||
Name: | Charles R. Howe, II | |||
Title: | President | |||
[Signature Page to Consent to Credit Agreement]
Caspian Corporate Loan Fund LLC, as a Lender |
||||
By: | Mariner Investment Group LLC, | |||
as Investment Advisor | ||||
By: | /s/ Charles R. Howe, II | |||
Name: | Charles R. Howe, II | |||
Title: | President | |||
[Signature Page to Consent to Credit Agreement]
Caspian Select Credit Master Fund, Ltd., as a Lender |
||||
By: | Mariner Investment Group, | |||
as Investment Advisor | ||||
By: | /s/ Charles R. Howe, II | |||
Name: | Charles R. Howe, II | |||
Title: | President | |||
[Signature Page to Consent to Credit Agreement]
Caspian Alpha Long Credit Fund, L.P., as a Lender |
||||
By: | Mariner Investment Group LLC, | |||
as Investment Advisor | ||||
By: | /s/ Charles R. Howe, II | |||
Name: | Charles R. Howe, II | |||
Title: | President | |||
[Signature Page to Consent to Credit Agreement]
Caspian Solitude Master Fund, L.P., as a Lender |
||||
By: | Mariner Investment Group LLC, | |||
as Investment Advisor | ||||
By: | /s/ Charles R. Howe, II | |||
Name: | Charles R. Howe, II | |||
Title: | President | |||
[Signature Page to Consent to Credit Agreement]
Oaktree Opps TS Investments Ltd., as a Lender |
||||
By: | Oaktree Capital Management, L.P. | |||
Its: | Director | |||
By: | /s/ Kenneth Liang | |||
Name: | Kenneth Liang | |||
Title: | Managing Director | |||
By: | /s/ Jennifer Box | |||
Name: | Jennifer Box | |||
Title: | Vice President | |||
[Signature Page to Consent 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/ W. Stephen Venable, Jr. | |||
Name: | W. Stephen Venable, Jr. | |||
Title: | Attorney | |||
[Signature Page to Consent 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/ W. Stephen Venable, Jr. | ||||
Name: | W. Stephen Venable, Jr. | ||||
Title: | Attorney | ||||
[Signature Page to Consent 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 Consent 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 Consent to Credit Agreement]
FIDELITY SCHOOL STREET TRUST: FIDELITY STRATEGIC NCOME FUND, as a Lender |
||||
By: | /s/ Jeffrey Christian | |||
Name: | Jeffrey Christian | |||
Title: | Deputy Treasurer | |||
[Signature Page to Consent 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 Consent to Credit Agreement]
ILLINOIS MUNICIPAL RETIREMENT FUND, as a Lender |
||||
By | Pyramis Global Advisors Trust Company, As Investment Manager, Under Power of Attorney | |||
By: | /s/ David Censorio | |||
Name: | David Censorio | |||
Title: | Vice President | |||
[Signature Page to Consent 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/ Howard Levkowitz | |||
Name: | Howard Levkowitz | |||
Title: | Managing Partner | |||
[Signature Page to Consent to Credit Agreement]
CANTOR FITZGERALD SECURITIES, as Administrative Agent |
||||
By: | /s/ James Bond | |||
Name: | James Bond | |||
Title: | Chief Operating Officer | |||
[Signature Page to Trico Fifth Amendment and Consent to Priority 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 Consent 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 Consent 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 Consent 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 Consent 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 Consent 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 Consent 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 Consent to Credit Agreement]