EXHIBIT 10.50
AMENDMENT NO. 6 AND AGREEMENT, dated as of
May 8, 2002 (this "Amendment"), to the Credit
Agreement dated as of October 27, 1997, as amended by
Amendment No. 1, Waiver and Agreement, dated as of
September 30, 1998, by Amendment No. 2, Waiver and
Agreement, dated as of January 11, 1999, Amendment
No. 3 and Agreement, dated as of October 26, 1999,
Amendment No. 4 and Agreement, dated as of July 27,
2000, and Amendment No. 5 and Agreement, dated as of
August 15, 2000 (the "Credit Agreement"), among
American Axle & Manufacturing Holdings, Inc.
("AAMH"), as successor in interest to American Axle &
Manufacturing of Michigan, Inc., American Axle &
Manufacturing, Inc., a Delaware corporation (the
"Borrower"), the lenders party thereto (the
"Lenders"), JPMorgan Chase Bank, a New York banking
corporation, as successor in interest to The Chase
Manhattan Bank, as administrative agent (the
"Administrative Agent") and, as successor in interest
to Chase Manhattan Bank Delaware, as fronting bank
(the "Fronting Bank").
A. Pursuant to the Credit Agreement, the Lenders and the
Fronting Bank have extended credit to the Borrower, and have agreed to extend
credit to the Borrower, in each case pursuant to the terms and subject to the
conditions set forth therein.
B. The Borrower has requested that the Required Lenders agree
to amend the Credit Agreement as set forth herein.
C. The Required Lenders are willing to so amend the Credit
Agreement, pursuant to the terms and subject to the conditions set forth
herein.
D. Capitalized terms used and not otherwise defined herein
shall have the meanings assigned thereto in the Credit Agreement.
2
In consideration of the premises and the agreements,
provisions and covenants herein contained, the parties hereto hereby agree, on
the terms and subject to the conditions set forth herein, as follows:
SECTION 1. Amendment. Section 1.01 of the Credit Agreement is
hereby amended as follows: (i) by amending and restating the definition of the
term "Change in Control" as follows:
"Change in Control" shall mean the occurrence of any of the
following events: (a) AAMH should fail to own directly, beneficially
and of record, free and clear of any and all Liens (other than Liens in
favor of the Collateral Agent pursuant to the Pledge Agreement), 100%
of the issued and outstanding Capital Stock of the Borrower (other than
options on the common stock of the Borrower issued to Dauch prior to
the date hereof (the "Dauch Options") and common stock of the Borrower
issued to Dauch pursuant to the exercise of such options, representing
on a combined basis not more than 16.8% of the common stock of the
Borrower on a fully diluted basis); (b)(i) the Borrower becomes aware
(by way of a report or any other filing pursuant to Section 13(d) of
the Exchange Act, proxy, vote, written notice or otherwise) of the
acquisition by any person or group (within the meaning of Section
13(d)(3) or Section 14(d)(2) of the Exchange Act, or any successor
provision), including any group acting for the purpose of acquiring,
holding or disposing of securities (within the meaning of Rule
13d-5(b)(1) under the Exchange Act), other than Blackstone Capital
Partners II Merchant Banking Fund L.P., its Affiliates and members of
management of AAMH and the Borrower on March 5, 1999 (collectively, the
"Permitted Holders"), in a single transaction or in a related series of
transactions, by way of merger, consolidation or other business
combination or purchase of beneficial ownership (within the meaning of
Rule 13d-3 under the Exchange Act, or any successor provision), of 35%
or more of the total voting power of the Voting Stock of AAMH and (ii)
the Permitted Holders beneficially own (as defined above), directly or
indirectly, in the aggregate a lesser percentage of the total voting
power of the Voting Stock of AAMH, as applicable, than such other
Person or group and do not have the right or ability by voting power,
contract or otherwise to elect or designate for election a majority of
the Board of
3
Directors; (c) during any one year period, individuals who at the
beginning of such period constituted the board of directors of AAMH
(together with any new directors whose election by such board of
directors or whose nomination for election by the shareholders of AAMH,
was approved by a vote of a majority of the directors of AAMH then
still in office who were either directors at the beginning of such
period or whose election or nomination for election was previously so
approved) cease for any reason to constitute a majority of the board of
directors of AAMH then in office; or (d) a change in control with
respect to AAMH or the Borrower (or similar event, however denominated)
shall occur under any indenture or agreement in respect of Indebtedness
or Lease Financings in an aggregate outstanding principal amount or
with a Remaining Present Value in excess of $25,000,000 to which AAMH,
the Borrower or any Subsidiary is party and all the holders of such
Indebtedness or lessors in respect of such Lease Financings have
exercised any right arising as a result of such change in control to
require AAMH, the Borrower or any Subsidiary to redeem or repurchase
such Indebtedness or to purchase the equipment subject to such Lease
Financing.
(ii) by adding the following definition in the appropriate
alphabetical order:
"Voting Stock" shall mean, with respect to any person as of
any date, the Capital Stock of such Person that is at the time entitled
to vote in the election of the Board of Directors of such Person.
SECTION 2. Representations and Warranties. The Borrower and
AAMH each represents and warrants to the Administrative Agent and the
Lenders that:
(a) This Amendment has been duly executed and delivered by it
and constitutes its legal, valid and binding obligation enforceable
against it in accordance with its terms, except as enforceability may
be limited by bankruptcy, insolvency, moratorium, reorganization or
other similar laws affecting creditors' rights generally and except as
enforceability may be limited by general principles of equity
(regardless of whether such enforceability is considered in a
proceeding in equity or at law).
4
(b) Before and after giving effect to this Amendment, the
representations and warranties set forth in Article III of the Credit
Agreement are true and correct in all material respects with the same
effect as if made on the date hereof, except to the extent such
representations and warranties expressly relate to an earlier date.
(c) Before and after giving effect to this Amendment, no
Default or Event of Default shall have occurred and be continuing.
SECTION 3. Conditions to Effectiveness. This Amendment shall
become effective as of the date first above written (the "Effective Date") when
(a) the representations and warranties set forth in Section 2 of this Amendment
shall be true and correct, (b) the Administrative Agent shall have received
counterparts of this Amendment that, when taken together, bear the signatures
of AAMH, the Borrower and the Required Lenders and (c) all fees and expenses
required to be paid or reimbursed by the Borrower pursuant hereto shall have
been repaid or reimbursed, as applicable.
SECTION 4. Effect of Amendment. Except as expressly set forth
herein, this Amendment shall not by implication or otherwise limit, impair,
constitute a waiver of, or otherwise affect the rights and remedies of the
Administrative Agent or the Lenders under, the Credit Agreement, and shall not
alter, modify, amend or in any way affect the terms, conditions, obligations,
covenants or agreements contained in the Credit Agreement, all of which are
ratified and affirmed in all respects and shall continue in full force and
effect. Nothing herein shall be deemed to entitle AAMH or the Borrower to a
consent to, or a waiver, amendment, modification or other change of, any terms,
conditions, obligations, covenants or agreements contained in the Credit
Agreement in similar or different circumstances. This Amendment shall apply and
be effective only with respect to the provisions of the Credit Agreement
specifically referred to herein.
SECTION 5. Credit Agreement. Except as specifically amended
or waived hereby, the Credit Agreement shall continue in full force and effect
in accordance with the provisions thereof as in existence on the date hereof.
After the date hereof, any reference to the Credit Agreement shall mean the
Credit Agreement as amended hereby. This
5
Amendment shall constitute a Loan Document for all purposes under the Credit
Agreement.
SECTION 6. APPLICABLE LAW. THIS AMENDMENT SHALL BE GOVERNED
BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
SECTION 7. Counterparts. This Amendment may be executed in two
or more counterparts, each of which shall constitute an original but all of
which when taken together shall constitute but one contract. Delivery of an
executed signature page of this Amendment by facsimile transmission shall be
effective as delivery of a manually executed counterpart hereof.
SECTION 8. Expenses. The Borrower agrees to reimburse the
Administrative Agent for its out-of-pocket expenses in connection with this
Amendment, including the reasonable fees, charges and disbursements of Cravath,
Swaine & Moore, counsel for the Administrative Agent, and for any other
outstanding out-of-pocket expenses of the Administrative Agent in connection
with the Loan Documents and all transactions, consummated or otherwise, in
connection therewith.
SECTION 9. Headings. The Section headings used herein are for
convenience of reference only, are not part of this Amendment and are not to
affect the construction of, or to be taken into consideration in interpreting,
this Amendment.
6
IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to be duly executed by their respective authorized officers as of the
day and year first written above.
AMERICAN AXLE & MANUFACTURING HOLDINGS, INC.,
by /s/Robin J. Adams
------------------------------------
Name: Robin J. Adams
Title: Executive Vice President - Finance and CFO
AMERICAN AXLE & MANUFACTURING, INC.,
by /s/Robert A. Krause
------------------------------------
Name: Robert A. Krause
Title: Vice President and Treasurer
JPMORGAN CHASE BANK,
by /s/Richard W. Duker
------------------------------------
Name: Richard W. Duker
Title: Managing Director
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Aeries Finance-II Ltd.
To approve Amendment No. 6 and Agreement:
by INVESCO Senior Secured
Management, Inc., as
Sub-Managing Agent,
by /s/Joseph Rotondo
---------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Apex (IDM) CDO I, Ltd.
To approve Amendment No. 6 and Agreement:
by Institution Debt Management,
as Collateral Manager,
by /s/Glenn Duffy
------------------
Name: Glenn Duffy
Title: Director
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Avalon Capital Ltd.
To approve Amendment No. 6 and Agreement:
by INVESCO Senior Secured
Management, Inc., as
Portfolio Advisor,
by /s/Joseph Rotondo
---------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Avalon Capital Ltd. 2
To approve Amendment No. 6 and Agreement:
by INVESCO Senior Secured
Management, Inc., as
Portfolio Advisor,
by /s/Joseph Rotondo
---------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Bank of America, NA
To approve Amendment No. 6 and Agreement:
by /s/Matthew J. Reilly
-------------------------
Name: Matthew J. Reilly
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Bank of Scotland
To approve Amendment No. 6 and Agreement:
by /s/Joseph Fratus
---------------------
Name: Joseph Fratus
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Bank One, Michigan
To approve Amendment No. 6 and Agreement:
by /s/William J. Maxbauer
--------------------------
Name: William J. Maxbauer
Title: Director
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: BNP Paribas
To approve Amendment No. 6 and Agreement:
by /s/Frederick H. Moryl, Jr.
------------------------------
Name: Frederick H. Moryl, Jr.
Title: Managing Director
by /s/Christine T. Howatt
-----------------------------
Name: Christine T. Howatt
Title: Director
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Chancellor/Triton CBO, Limited
To approve Amendment No. 6 and Agreement:
by INVESCO Senior Secured
Management, Inc., as
Collateral Manager,
by /s/Joseph Rotondo
---------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Charter View Portfolio
To approve Amendment No. 6 and Agreement:
by INVESCO Senior Secured
Management, Inc., as
Investment Advisor,
by /s/Joseph Rotondo
---------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Comerica Bank
To approve Amendment No. 6 and Agreement:
by /s/Michael T. Shea
-----------------------
Name: Michael T. Shea
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Credit Agricole Indosuez
To approve Amendment No. 6 and Agreement:
by /s/Paul A. Dytrych
----------------------------------
Name: Paul A. Dytrych
Title: Vice President,
Senior Relationship Manager
by /s/Thomas P. Gillis
----------------------------------
Name: Thomas P. Gillis
Title: Vice President, Manager
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Credit Suisse First Boston
To approve Amendment No. 6 and Agreement:
by /s/Kristin Lepri
--------------------
Name: Kristin Lepri
Title: Associate
by /s/Jay Chall
--------------------
Name: Jay Chall
Title: Director
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Crescent/Mach I Partners, L.P.
To approve Amendment No. 6 and Agreement:
by TCW Asset Management Company, as
its Investment Advisor,
by /s/Richard F. Kurth
-----------------------
Name: Richard F. Kurth
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Diversified Credit Portfolio Ltd.
To approve Amendment No. 6 and Agreement:
by INVESCO Senior Secured
Management, Inc., as
Investment Adviser,
by /s/Joseph Rotondo
---------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Eaton Vance CDO III, Ltd.
To approve Amendment No. 6 and Agreement:
by Eaton Vance Management, as
Investment Advisor,
by /s/Payson F. Swaffield
--------------------------
Name: Payson F. Swaffield
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Eaton Vance Institutional Senior
Loan Fund
To approve Amendment No. 6 and Agreement:
by Eaton Vance Management, as
Investment Advisor,
by /s/Payson F. Swaffield
--------------------------
Name: Payson F. Swaffield
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Eaton Vance Senior Income Trust
To approve Amendment No. 6 and Agreement:
by Eaton Vance Management as
Investment Advisor,
by /s/ Payson F. Swaffield
-------------------------
Name: Payson F. Swaffield
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: ELC (Cayman) Ltd.
To approve Amendment No. 6 and Agreement:
by Institutional Debt Management,
as Collateral Manager,
by /s/Glenn Duffy
------------------
Name: Glenn Duffy
Title: Director
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: ELC (Cayman) Ltd. CDO Series 1999-I
To approve Amendment No. 6 and Agreement:
by Institutional Debt Management,
as Collateral Manager,
by /s/Glenn Duffy
------------------
Name: Glenn Duffy
Title: Director
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: ELC (Cayman) Ltd. 2000-I
To approve Amendment No. 6 and Agreement:
by Institutional Debt Management,
as Collateral Manager,
by /s/Glenn Duffy
------------------
Name: Glenn Duffy
Title: Director
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Firstrust Bank
To approve Amendment No. 6 and Agreement:
by /s/Bryan T. Denney
----------------------
Name: Bryan T. Denney
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Goldman Sachs & Co.
To approve Amendment No. 6 and Agreement:
by /s/Tracy McCaffrey
---------------------------
Name: Tracy McCaffrey
Title: Authorized Signatory
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Grayson & Co.
To approve Amendment No. 6 and Agreement:
by Boston Management and Research,
as Investment Advisor,
by /s/Payson F. Swaffield
-----------------------
Name: Payson F. Swaffield
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Hamilton CDO, Ltd
To approve Amendment No. 6 and Agreement:
by Stanfield Capital Partners LLC,
as its Collateral Manager,
by /s/Christopher A. Bondy
---------------------------
Name: Christopher A. Bondy
Title: Partner
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Harbour Town Funding LLC
To approve Amendment No. 6 and Agreement:
by /s/Ann E. Morris
-------------------------------
Name: Ann E. Morris
Title: Assistant Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: HSBC Bank USA
To approve Amendment No. 6 and Agreement:
by /s/Thomas J. Crowley
------------------------
Name: Thomas J. Crowley
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: INVESCO European CDO I S.A.
To approve Amendment No. 6 and Agreement:
by INVESCO Senior Secured
Management, Inc., as
Collateral Manager,
by /s/Joseph Rotondo
---------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Jupiter Funding Trust
To approve Amendment No. 6 and Agreement:
by /s/Ann E. Morris
-----------------------
Name: Ann E. Morris
Title: Authorized Agent
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: KeyBank National Association
To approve Amendment No. 6 and Agreement:
by /s/J. T. Taylor
---------------------
Name: J. T. Taylor
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: KZH CNC LLC
To approve Amendment No. 6 and Agreement:
by /s/Anthony Iarrobino
------------------------
Name: Anthony Iarrobino
Title: Authorized Agent
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: KZH Crescent LLC
To approve Amendment No. 6 and Agreement:
by /s/Anthony Iarrobino
-----------------------
Name: Anthony Iarrobino
Title: Authorized Agent
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: KZH Crescent-2 LLC
To approve Amendment No. 6 and Agreement:
by /s/Anthony Iarrobino
------------------------
Name: Anthony Iarrobino
Title: Authorized Agent
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: KZH Crescent-3 LLC
To approve Amendment No. 6 and Agreement:
by /s/Anthony Iarrobino
------------------------
Name: Anthony Iarrobino
Title: Authorized Agent
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: KZH CypressTree-1 LLC
To approve Amendment No. 6 and Agreement:
by /s/Anthony Iarrobino
------------------------
Name: Anthony Iarrobino
Title: Authorized Agent
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: KZH ING-3 LLC
To approve Amendment No. 6 and Agreement:
by /s/Anthony Iarrobino
------------------------
Name: Anthony Iarrobino
Title: Authorized Agent
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: KZH Sterling LLC
To approve Amendment No. 6 and Agreement:
by /s/Anthony Iarrobino
------------------------
Name: Anthony Iarrobino
Title: Authorized Agent
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Maplewood (Cayman) Ltd.
To approve Amendment No. 6 and Agreement:
by Massachusetts Mutual Life
Insurance Co., as Investment
Manager,
by /s/Steven J. Katz
--------------------------------
Name: Steven J. Katz
Title: Second Vice President and
Associate General Counsel
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Massachusetts Mutual Life Insurance Company
To approve Amendment No. 6 and Agreement:
by /s/Steven J. Katz
-------------------------------
Name: Steven J. Katz
Title: Second Vice President and
Associate General Counsel
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Mellon Bank
To approve Amendment No. 6 and Agreement:
by /s/Robert J. Reichenbach
----------------------------
Name: Robert J. Reichenbach
Title:
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Mizuho Corporate Bank, Ltd.
To approve Amendment No. 6 and Agreement:
by /s/Walter Wolff
----------------------------
Name: Walter Wolff
Title: Joint General Manager
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: National City Bank
To approve Amendment No. 6 and Agreement:
by /s/John R. DeFrancesco
----------------------------
Name: John R. DeFrancesco
Title: Senior Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Oasis Collateralized High Income
Portfolio-1 Ltd.
To approve Amendment No. 6 and Agreement:
by INVESCO Senior Secured
Management, Inc., as
Subdviser,
by /s/Joseph Rotondo
---------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Prometheus Investment Funding No. 2 Ltd.
To approve Amendment No. 6 and Agreement:
by CPF Asset Advisors LLC, as
Investment Manager,
by /s/Irv Roa
--------------------------
Name: Irv Roa
Title: Associate Director
by /s/Elizabeth H. Tallmadge
----------------------------
Name: Elizabeth H. Tallmadge
Title: Managing Director,
Chief Investment Officer
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Race Point CLO, Limited
To approve Amendment No. 6 and Agreement:
by Sankaty Advisors, LLC, as
Collateral Manager,
by /s/Diane J. Exter
---------------------------------
Name: Diane J. Exter
Title: Managing Director,
Portfolio Manager
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Sankaty High Yield Partners III, L.P.
To approve Amendment No. 6 and Agreement:
by /s/Diane J. Exter
------------------------
Name: Diane J. Exter
Title: Managing Director,
Portfolio Manager
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Senior Debt Portfolio
To approve Amendment No. 6 and Agreement:
by Boston Management and Research,
as Investment Advisor,
by /s/Payson F. Swaffield
--------------------------
Name: Payson F. Swaffield
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Sequils I, Ltd.
To approve Amendment No. 6 and Agreement:
by TCW Advisors, Inc, as its
Collateral Manager,
by /s/Mark L. Gold
------------------------
Name: Mark L. Gold
Title: Managing Director
by /s/Richard F. Kurth
-----------------------
Name: Richard F. Kurth
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Sequils IV, Ltd.
To approve Amendment No. 6 and Agreement:
by TCW Advisors, Inc, as its
Collateral Manager,
by /s/Mark L. Gold
------------------------
Name: Mark L. Gold
Title: Managing Director
by /s/Richard F. Kurth
-----------------------
Name: Richard F. Kurth
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Sequils-Liberty, Ltd.
To approve Amendment No. 6 and Agreement:
by INVESCO Senior Secured
Management, Inc., as
Collateral Manager,
by /s/Joseph Rotondo
---------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Standard Federal Bank, N.A.
To approve Amendment No. 6 and Agreement:
by /s/Jason W. Bierlein
-------------------------------
Name: Jason W. Bierlein
Title: Assistant Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Stanfield Arbitrage CDO, Ltd.
To approve Amendment No. 6 and Agreement:
by Stanfield Capital Partners LLC,
as its Collateral Manager,
by /s/Christopher A. Bondy
---------------------------
Name: Christopher A. Bondy
Title: Partner
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Stanfield Quattro CLO, Ltd.
To approve Amendment No. 6 and Agreement:
by Stanfield Capital Partners LLC,
as its Collateral Manager,
by /s/Christopher A. Bondy
---------------------------
Name: Christopher A. Bondy
Title: Partner
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: SunAmerica Senior Floating Rate Fund Inc.
(a/k/a North American Senior Floating
Rate Fund Inc.)
To approve Amendment No. 6 and Agreement:
by Stanfield Capital Partners LLC,
as its Collateral Manager,
by /s/Christopher A. Bondy
---------------------------
Name: Christopher A. Bondy
Title: Partner
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Suntrust Bank
To approve Amendment No. 6 and Agreement:
by /s/William C. Humphries
---------------------------
Name: William C. Humphries
Title: Director
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: TCW Select Loan Fund, Limited
To approve Amendment No. 6 and Agreement:
by TCW Advisors, Inc, as its
Collateral Manager,
by /s/Mark L. Gold
---------------------------
Name: Mark L. Gold
Title: Managing Director
by /s/Richard F. Kurth
--------------------------
Name: Richard F. Kurth
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: The Bank of New York
To approve Amendment No. 6 and Agreement:
by /s/Joshua Feldman
---------------------
Name: Joshua Feldman
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: The Bank of Nova Scotia
To approve Amendment No. 6 and Agreement:
by /s/M. D. Smith
-----------------------
Name: M. D. Smith
Title: Agent Operations
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Toronto Dominion (New York), Inc.
To approve Amendment No. 6 and Agreement:
by /s/Susan K. Strong
----------------------
Name: Susan K. Strong
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Triton CBO III, Limited
To approve Amendment No. 6 and Agreement:
by INVESCO Senior Secured
Management, Inc., as
Investment Advisor,
by /s/Joseph Rotondo
---------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Triton CDO IV, Limited
To approve Amendment No. 6 and Agreement:
by INVESCO Senior Secured
Management, Inc., as
Investment Advisor,
by /s/Joseph Rotondo
---------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Tryon CLO Ltd. 2000-I
To approve Amendment No. 6 and Agreement:
by Institutional Debt Management,
as Collateral Manager,
by /s/Glenn Duffy
------------------------
Name: Glenn Duffy
Title: Director
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: United of Omaha Life Insurance Company
To approve Amendment No. 6 and Agreement:
by TCW Advisors, Inc, as its
Collateral Manager,
by /s/Mark L. Gold
----------------------
Name: Mark L. Gold
Title: Managing Director
by /s/Richard F. Kurth
------------------------
Name: Richard F. Kurth
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Van Kampen CLO I, Limited
To approve Amendment No. 6 and Agreement:
by Van Kampen Investment Advisory
Corp., as Collateral Manager,
by /s/William Lenga
-----------------------
Name: William Lenga
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Van Kampen CLO II, Limited
To approve Amendment No. 6 and Agreement:
by Van Kampen Investment Advisory
Corp., as Collateral Manager,
by /s/William Lenga
----------------------
Name: William Lenga
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Van Kampen Prime Rate Income Trust
To approve Amendment No. 6 and Agreement:
by Van Kampen Investment Advisory
Corp., as Collateral Manager,
by /s/Christina Jamieson
-------------------------
Name: Christina Jamieson
Title: Vice President
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Wachovia Bank, N.A.
To approve Amendment No. 6 and Agreement:
by /s/Andrew Payne
-------------------
Name: Andrew Payne
Title: Director
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Windsor Loan Funding, Limited
To approve Amendment No. 6 and Agreement:
by Stanfield Capital Partners LLC,
as its Collateral Manager,
by /s/Christopher A. Bondy
---------------------------
Name: Christopher A. Bondy
Title: Partner
SIGNATURE PAGE TO
AMENDMENT NO. 6
AND AGREEMENT
dated May 8, 2002
Name of Institution: Winged Foot Funding Trust
To approve Amendment No. 6 and Agreement:
by /s/Ann E. Morris
---------------------
Name: Ann E. Morris
Title: Authorized Agent