EXHIBIT 10.17.1
FIRST AMENDMENT TO CREDIT AGREEMENT
This First Amendment to Credit Agreement (this "First Amendment") is
executed effective as of October 16, 2002 (the "Effective Date"), by and among
Trinity Industries, Inc., a Delaware corporation (the "Borrower"), JPMorgan
Chase Bank, as the Administrative Agent (the "Administrative Agent"), and the
financial institutions parties hereto as Lenders (individually a "Lender" and
collectively the "Lenders").
W I T N E S S E T H:
WHEREAS, the Borrower, the Administrative Agent, the Syndication Agents
and the Lenders are parties to that certain Credit Agreement dated as of June 4,
2002 (the "Credit Agreement") (unless otherwise defined herein, all terms used
herein with their initial letter capitalized shall have the meaning given such
terms in the Credit Agreement); and
WHEREAS, pursuant to the Credit Agreement, the Lenders have made Loans
to the Borrower; and
WHEREAS, the Borrower has requested that the Lenders amend certain
terms of the Credit Agreement in certain respects; and
WHEREAS, subject to the terms and conditions herein contained, the
Lenders party hereto have agreed to the Borrower's request.
NOW THEREFORE, for and in consideration of the mutual covenants and
agreements herein contained and other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged and confessed, the
Borrower, the Administrative Agent and each Lender party hereto hereby agree as
follows:
Section 1. AMENDMENTS. In reliance on the representations,
warranties, covenants and agreements contained in this First Amendment, and
subject to the terms and conditions contained herein, the Credit Agreement is
hereby amended, effective as of the Effective Date, in the manner provided in
this Section 1.
1.1 ADDITIONAL DEFINITION. Section 1.01 of the Credit
Agreement is amended to add thereto in alphabetical order the definition of
"First Amendment" which shall read in full as follows:
"First Amendment" means that certain First Amendment to Credit
Agreement dated as of October 16, 2002, among the Borrower, the Administrative
Agent and the Lenders party thereto.
1.2 AMENDMENT TO DEFINITION. The definition of "Loan
Documents" set forth in Section 1.01 of the Credit Agreement is amended to read
in full as follows:
"Loan Documents" means this Agreement, the First Amendment,
the Notes, the Subsidiary Guaranties, the Security Instruments, the
Intercreditor Agreement, the Letters of Credit, any Borrowing Request, any
Interest Election Request, any Assignment and Acceptance,
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the Fee Letter, and all other agreements (including Hedging Agreements) relating
to this Agreement, the Loans, the Lender Indebtedness or the Collateral entered
into from time to time between or among the Borrower (or any or all of its
Subsidiaries) and the Administrative Agent or any Lender (or, with respect to
the Hedging Agreements, any Affiliates of any Lender), and any document
delivered by the Borrower or any of its Subsidiaries in connection with the
foregoing, as such documents, instruments or agreements may be amended, modified
or supplemented from time to time.
1.3 AMENDMENT TO FUNDAMENTAL CHANGE COVENANT. Section
7.03(a) of the Credit Agreement is amended to read in full as follows:
"(a) Except as otherwise set forth herein, the Borrower will
not, and will not permit any Subsidiary to, (i) merge into or
consolidate with any other Person, or permit any other Person
to merge into or consolidate with it; (ii) except for (A)
sales of inventory in the ordinary course of business, (B) the
sale of assets described on Schedule 7.03 (or the sale of the
voting securities or other equity interests of Subsidiaries
whose only substantial assets are those described on Schedule
7.03), (C) the sale of all of the Equity of SC Meva SA, a
Romanian joint stock company and a Subsidiary of the Borrower,
and (D) in addition to the sales otherwise expressly permitted
hereunder, the sale of all or any interest in one or more
assets (to the extent, and only to the extent, such assets do
not (or any portion thereof proposed to be sold does not)
constitute Collateral) including all or any interest in
Subsidiaries, to the extent the book value of such interest or
interests, measured on a cumulative basis from and after the
date of this Agreement, does not exceed an amount equal to
$20,000,000, (y) sell, transfer, lease or otherwise dispose of
(in one transaction or in a series of transactions) all or
substantially all of its assets, or all or substantially all
of the stock of any of its Subsidiaries (in each case, whether
now owned or hereafter acquired), or (z) sell, transfer, lease
or otherwise dispose of any Collateral; provided, that the
Borrower may sell, transfer or otherwise dispose of the
Collateral if each of the following conditions is satisfied:
(1) the Borrower shall have provided the Administrative Agent
and the Collateral Agent with not less than thirty (30)
Business Days prior written notice of such sale, transfer or
other disposition, (2) no Default has occurred which is
continuing and no Default will result after giving effect to
such sale, transfer or disposition, (3) without limiting the
foregoing, after giving effect to such sale, transfer or other
disposition, the Borrower shall be in compliance with Section
7.09(d), (4) the Borrower will immediately upon the
consummation of such sale, transfer or other disposition
submit additional Property owned by the Borrower or its
Subsidiaries and reasonably acceptable to the Administrative
Agent, the Collateral Agent and Required Lenders with a value
(as determined by the Administrative Agent and Collateral
Agent in their sole discretion) equal to or greater than the
disposed of Collateral as security for the Obligations, and
(5) simultaneously with submission of additional Property
pursuant to clause (4) above, the Borrower shall deliver to
the Administrative Agent
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and the Collateral Agent such Security Instruments and other
documents, instruments, financing statements, certificates and
agreements (including, without limitation, title policies and
surveys, as applicable) as the Administrative Agent or
Collateral Agent shall deem necessary or appropriate in its
sole discretion to create, evidence and perfect the Liens
contemplated by this Agreement and the Security Instruments;
or (iii) liquidate or dissolve, except that, if at the time
thereof and immediately after giving effect thereto no Default
shall have occurred and be continuing (A) any Subsidiary may
merge into the Borrower in a transaction in which the Borrower
is the surviving corporation, (B) any Subsidiary may merge
into any Subsidiary in a transaction in which the surviving
entity is a Subsidiary, (C)(i) the Borrower may sell,
transfer, lease or otherwise dispose of its assets to any
Subsidiary, and (ii) any Subsidiary may sell, transfer, lease
or otherwise dispose of its assets to the Borrower or any
other Subsidiary, and (D) any Subsidiary may liquidate or
dissolve if the Borrower determines in good faith that such
liquidation or dissolution is in the best interests of the
Borrower and is not materially disadvantageous to the Lenders;
provided that any such merger involving a Person that is not a
wholly owned Subsidiary immediately prior to such merger shall
not be permitted unless also permitted by Section 7.04."
Section 2. EFFECTIVENESS OF AMENDMENT. This First Amendment
shall be effective automatically and without the necessity of any further action
by the Administrative Agent, the Borrower or any Lender when counterparts hereof
have been executed by the Administrative Agent, the Borrower and the Required
Lenders.
Section 3. LEGAL FEES. Upon execution of this First Amendment
by the Required Lenders, the Borrower shall pay all reasonable fees and expenses
of counsel to the Administrative Agent incurred by the Administrative Agent in
connection with this First Amendment and all related documents and transactions.
Section 4. REPRESENTATIONS AND WARRANTIES OF THE BORROWER. To
induce the Lenders and the Administrative Agent to enter into this First
Amendment, the Borrower hereby represents and warrants to the Administrative
Agent and the Lenders as follows:
4.1 REAFFIRMATION OF REPRESENTATIONS AND WARRANTIES. Each
representation and warranty of the Borrower contained in the Credit Agreement
and the other Loan Documents is true and correct on the date hereof after giving
effect to the amendments set forth in Section 1 hereof.
4.2 DUE AUTHORIZATION, NO CONFLICTS. The execution,
delivery and performance by the Borrower of this First Amendment are within the
Borrower's corporate powers, have been duly authorized by necessary action,
require no action by or in respect of, or filing with, any governmental body,
agency or official and do not violate or constitute a default under any
provision of applicable law or any material agreement binding upon the Borrower
or its Subsidiaries, or result in the creation or imposition of any Lien upon
any of the assets of the Borrower or its Subsidiaries except for Permitted
Encumbrances.
3
4.3 VALIDITY AND BINDING EFFECT. This First Amendment
constitutes the valid and binding obligations of the Borrower enforceable in
accordance with its terms, except as (a) the enforceability thereof may be
limited by bankruptcy, insolvency or similar laws affecting creditor's rights
generally, and (b) the availability of equitable remedies may be limited by
equitable principles of general application.
4.4 NO DEFENSES. The Borrower has no defenses to payment,
counterclaim or rights of set-off with respect to the indebtedness, obligations
and liabilities of the Borrower under the Loan Documents existing on the date
hereof.
4.5 ABSENCE OF DEFAULTS. After giving effect to the
amendments set forth in Section 1 hereof, neither a Default nor an Event of
Default has occurred which is continuing.
Section 5. MISCELLANEOUS.
5.1 REAFFIRMATION OF LOAN DOCUMENTS. Any and all of the
terms and provisions of the Credit Agreement and the other Loan Documents shall,
except as amended and modified hereby, remain in full force and effect. The
Borrower hereby agrees that the amendments and modifications herein contained
shall in no manner adversely affect or impair the indebtedness, obligations and
liabilities of the Borrower under the Loan Documents.
5.2 PARTIES IN INTEREST. All of the terms and provisions
of this First Amendment shall bind and inure to the benefit of the parties
hereto and their respective successors and assigns.
5.3 COUNTERPARTS. This First Amendment may be executed in
counterparts, and all parties need not execute the same counterpart; however, no
party shall be bound by this First Amendment until counterparts hereof have been
executed by the Borrower and the Required Lenders. Facsimiles shall be effective
as originals.
5.4 COMPLETE AGREEMENT. THIS FIRST AMENDMENT, THE CREDIT
AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT AMONG THE
PARTIES WITH RESPECT TO THE SUBJECT MATTER HEREOF AND THEREOF AND MAY NOT BE
CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR ORAL AGREEMENTS OF THE
PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN OR AMONG THE PARTIES.
5.5 HEADINGS. The headings, captions and arrangements
used in this First Amendment are, unless specified otherwise, for convenience
only and shall not be deemed to limit, amplify or modify the terms of this First
Amendment, nor affect the meaning thereof.
IN WITNESS WHEREOF, the parties hereto have caused this First Amendment
to be duly executed by their respective Authorized Officers on the date and year
first above written.
[Signature Pages Follow]
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SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
TRINITY INDUSTRIES, INC.
By: /s/ S. Theis Rice
S. Theis Rice,
Vice President, Legal Affairs
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
JPMORGAN CHASE BANK, as a Revolving
Lender, a Term Lender and as Administrative Agent
By: /s/ Allen King
Allen King,
Vice President
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
DRESDNER BANK AG, NEW YORK AND
GRAND CAYMAN BRANCHES, as a Revolving
Lender and a Term Lender
By: /s/ Deborah Carlson
Name: Deborah Carlson
Title: Director
By: /s/ Stephen Kovach
Name: Stephen Kovach
Title: Vice President
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
THE ROYAL BANK OF SCOTLAND PLC, as a
Revolving Lender
By: /s/ David Apps
Name: David Apps
Title: Senior Vice President
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
BANK ONE, NA, as a Revolving Lender
By: /s/ John A. Horst
Name: John A. Horst
Title: Director
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
WACHOVIA BANK, N.A., as a Revolving Lender
and a Term Lender
By: /s/ Frederick E. Blumer
Name: Frederick E. Blumer
Title: Vice President
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
BNP PARIBAS, as a Revolving Lender
By: /s/ David C. Schad
Name: _David C. Schad
Title: Managing Director
By: /s/ Jeff Tebeaux
Name: Jeff Tebeaux
Title: Associate
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CREDIT SUISSE FIRST BOSTON, CAYMAN
ISLANDS BRANCH, as a Revolving Lender
By: /s/ Bill O'Daly
Name: Bill O'Daly
Title: Director
By: /s/ Cassandra Droogan
Name: Cassandra Droogan
Title: Associate
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
AMMC CDO I, LIMITED
By: American Money Management Corp.,
as Collateral Manager
By:/s/ David P. Meyer
Name: David P. Meyer
Title: Vice President
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
AMMC CDO II, LIMITED
By: American Money Management Corp.,
as Collateral Manager
By: /s/ David P. Meyer
Name: David P. Meyer
Title: Vice President
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
Ares III CLO, Ltd.
By: /s/ [illegible]
Name: _____________________________________
Title:_____________________________________
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
Ares IV CLO, Ltd.
By: /s/ [illegible]
Name: _____________________________________
Title: ____________________________________
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
Ares VI CLO, Ltd.
By: /s/ [illegible]
Name: _____________________________________
Title: ____________________________________
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
Franklin CLO I, Limited
By: /s/ Richard D' Addario
Name: Richard D' Addario
Title: Senior Vice President
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
Franklin CLO II, Limited
By: /s/ Richard D' Addario
Name: Richard D' Addario
Title: Senior Vice President
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
Franklin CLO III, Limited
By: /s/ Richard D' Addario
Name: Richard D' Addario
Title: Senior Vice President
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
Franklin Floating Rate Trust
By: /s/ Richard D' Addario
Name: Richard D' Addario
Title: Vice President
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
Franklin Floating Rate Master Series
By: /s/ Richard D' Addario
Name: Richard D' Addario
Title: Vice President
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
Franklin Floating Rate Daily Access Fund
By: /s/ Richard D' Addario
Name: Richard D' Addario
Title: Vice President
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
ARCHIMEDES FUNDING III, LTD.
By: ING Capital Advisors LLC,
as Collateral Manager
By: /s/ Steven Gorski
Name: Steven Gorski
Title: Vice President &
Senior Credit Analyst
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
ARCHIMEDES FUNDING IV (CAYMAN), LTD.
By: ING Capital Advisors LLC,
as Collateral Manager
By: /s/ Steven Gorski
Name: Steven Gorski
Title: Vice President &
Senior Credit Analyst
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
BALANCED HIGH-YIELD FUND II, LTD.
By: ING Capital Advisors LLC,
as Asset Manager
By: /s/ Steven Gorski
Name: Steven Gorski
Title: Vice President &
Senior Credit Analyst
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
ENDURANCE CLO I, LTD.
By: ING Capital Advisors LLC,
as Portfolio Manager
By: /s/ Steven Gorski
Name: Steven Gorski
Title: Vice President &
Senior Credit Analyst
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
SEQUILS-ING I (HBDGM), LTD.
By: ING Capital Advisors LLC,
as Collateral Manager
By: /s/ Steven Gorski
Name: Steven Gorski
Title: Vice President &
Senior Credit Analyst
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
ORYX CLO, LTD.
By: ING Capital Advisors LLC,
as Collateral Manager
By: /s/ Steven Gorski
Name: Steven Gorski
Title: Vice President &
Senior Credit Analyst
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
NEMEAN CLO, LTD.
By: ING Capital Advisors LLC,
as Investment Manager
By: /s/ Steven Gorski
Name: Steven Gorski
Title: Vice President &
Senior Credit Analyst
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
KZH CYPRESSTREE-1 LLC
By: /s/ Susan Lee
Name: Susan Lee
Title: Authorized Agent
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
KZH ING-2 LLC
By: /s/ Susan Lee
Name: Susan Lee
Title: Authorized Agent
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
KZH STERLING LLC
By: /s/ Susan Lee
Name: Susan Lee
Title: Authorized Agent
[Signature Page]
SIGNATURE PAGE
TO
FIRST AMENDMENT TO CREDIT AGREEMENT
BY AND AMONG
TRINITY INDUSTRIES, INC.,
JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT
AND THE FINANCIAL INSTITUTIONS PARTIES THERETO AS LENDERS
CONSENT OF ADDITIONAL TERM LENDERS
The undersigned Term Lenders hereby consent and agree to this First
Amendment to Credit Agreement.
Protective Life Insurance Company
By: /s/ Diane S. Griswold
Name: Diane S. Griswold
Title: Assistant Vice President
[Signature Page]