Extension Agreement to Financial Advisory Services Letter Agreement between DLJ Merchant Banking II, Inc. and Mueller Holdings (N.A.), Inc. and Mueller Group, Inc.
This agreement, dated September 23, 2004, extends the engagement period of a prior financial advisory services agreement between DLJ Merchant Banking II, Inc. and Mueller Holdings (N.A.), Inc. and Mueller Group, Inc. The extension lasts until August 15, 2009, or until DLJ Merchant Banking Funds own less than 50% of the company, whichever comes first. The company is no longer required to use Credit Suisse First Boston, LLC as its exclusive advisor for certain transactions after August 2004 and may choose another institution for such services.
Exhibit 10.7.2
CREDIT |
| First Boston | CSFB PRIVATE EQUITY, INC. |
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SUISSE |
| Private Equity |
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| Eleven Madison Avenue | Tel   ###-###-#### | ||
| New York, NY 10110-3629 | www.csfb.com | ||
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| September 23, 2004 |
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Mueller Holdings (N.A.), Inc.
Mueller Group, Inc.
500 West Eldorado Street
Decatur, IL ###-###-####
Attention: Darrell Jean
Ladies and Gentlemen:
Reference is hereby made to that certain letter agreement dated July 23, 1999 (as amended heretofore, the Letter Agreement) between DLJ Merchant Banking II, Inc., as successor in interest to Donaldson, Lufkin & Jenrette Securities Corporation, (DLJMB) and each of you (collectively, the Company) pursuant to which the Company pays certain fees to DLJMB for financial advisory services.
Please acknowledge below our agreement that the Engagement Period (as defined in the Letter Agreement) is hereby extended until the earlier of (i) August 15, 2009 and (ii) the date that the DLJ Merchant Banking Funds no longer own in aggregate more than 50% of the equity of the Company or any successor thereto (whether by merger, consolidation, securities purchase or otherwise). Such extension shall apply to each other provision of the Letter Agreement except for the Companys obligation to engage Credit Suisse First Boston, LLC, as the Companys exclusive financial advisor, placement agent, initial purchaser, managing underwriter or dealer manager with respect to any Transaction (as defined in the Letter Agreement), which provision shall expire in accordance with the terms of the initial Letter Agreement in August 2004. The Company shall therefore have the right to select such institution as the Company deems appropriate to act in connection with any Transaction.
| DLJ Merchant Banking II, Inc. | ||||
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| By: |
| /s/ | Michael Isikow |
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| Name: | Michael Isikow | ||
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| Title: | Director |
Acknowledged by: | |||||||
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Mueller Holdings (N.A.), Inc. | |||||||
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By: | /s/ | Walter A. Smith |
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| Name: Walter A. Smith | ||||||
| Title: | Treasurer | |||||
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Mueller Group, Inc. | |||||||
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By: | /s/ | Walter A. Smith |
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| Name: | Walter A. Smith | |||||
| Title: | Treasurer | |||||