Amendment No. 4 and Waiver to Amended and Restated Credit Agreement among Stone Container Corporation, Smurfit-Stone Container Canada Inc., and Lenders

Summary

This amendment, dated March 31, 2004, modifies the existing credit agreement between Stone Container Corporation, Smurfit-Stone Container Canada Inc., and their lenders. It updates certain financial requirements, specifically the minimum EBITDA and interest coverage ratios, and waives any defaults related to these provisions for the period ending March 31, 2004. The amendment becomes effective once signed by the required parties and an amendment fee is paid. All other terms of the original credit agreement remain in effect.

Read More Arrow
EX-10.1 2 a2135592zex-10_1.txt EXHIBIT 10.1 EXHIBIT 10.1 AMENDMENT NO. 4 and WAIVER dated as of March 31, 2004 (this "AMENDMENT"), to the AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 25, 2002 (as amended by Amendment No. 1 and Waiver dated as of March 10, 2003, Amendment No. 2 dated as of November 11, 2003 and Amendment No. 3 dated as of December 23, 2003, the "CREDIT AGREEMENT"), among STONE CONTAINER CORPORATION, a Delaware corporation ("STONE"), SMURFIT-STONE CONTAINER CANADA INC., a corporation continued under the Companies Act (Nova Scotia) ("SSC CANADA" and, together with Stone, the "BORROWERS"), the lenders party thereto (the "LENDERS"), JPMORGAN CHASE BANK, a New York banking corporation, as agent for the Lenders (an "AGENT"), DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as agent for the Lenders (an "AGENT"), as collateral agent for the Lenders, as administrative agent for the Lenders (the "ADMINISTRATIVE AGENT"), as swingline lender (the "SWINGLINE LENDER") and as Revolving Facility Facing Agent, and DEUTSCHE BANK AG, CANADA BRANCH, an authorized foreign bank permitted to carry on business in Canada and listed in Schedule III of the Bank Act (Canada), as Canadian administrative agent for the Lenders and as Revolving (Canadian) Facility Facing Agent (together with the Revolving Facility Facing Agent, the "FACING AGENTS"). A. Pursuant to the terms and subject to the conditions contained in the Credit Agreement, the Lenders, the Swingline Lender and the Facing Agents have extended, and have agreed to extend, credit to the Borrowers. B. The Borrowers have requested that the Lenders agree to amend and waive certain provisions of the Credit Agreement as set forth in this Amendment. The Lenders are willing so to amend and waive the Credit Agreement on the terms and subject to the conditions set forth herein. C. Capitalized terms used but not otherwise defined herein shall have the meanings assigned to them in the Credit Agreement. Accordingly, in consideration of the mutual agreements herein contained and other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties hereto agree as follows: SECTION 1. AMENDMENTS TO CREDIT AGREEMENT. The Credit Agreement is hereby amended as follows: 1 (a) SECTION 7.14(a) of the Credit Agreement is hereby amended and restated in its entirety as follows: "SECTION 7.14. CONSOLIDATED EBITDA. (a) Prior to the JSC Transaction, permit Consolidated EBITDA for any four fiscal quarter period ending on a date set forth below to be less than the amount set forth opposite such date:
Date Amount ---- ------ December 31, 2003 U.S.$375,000,000 March 31, 2004 U.S.$335,000,000 June 30, 2004 U.S.$285,000,000 September 30, 2004 U.S.$285,000,000 December 31, 2004 U.S.$335,000,000 March 31, 2005 and thereafter U.S.$550,000,000
(b) SECTION 7.15 of the Credit Agreement is hereby amended and restated in its entirety as follows: "SECTION 7.15. INTEREST COVERAGE RATIO. (a) Prior to the JSC Transaction, permit the ratio of (i) Consolidated EBITDA to (ii) Consolidated Interest Expense for any four fiscal quarter period ending on a date set forth below to be less than the ratio set forth opposite such date:
Date Ratio ---- ----- December 31, 2003 1.50 to 1.00 March 31, 2004 1.40 to 1.00 June 30, 2004 1.20 to 1.00 September 30, 2004 1.20 to 1.00 December 31, 2004 1.30 to 1.00 March 31, 2005 and thereafter 1.75 to 1.00
(b) Following the JSC Transaction, permit the ratio of (a) Consolidated EBITDA to (b) Consolidated Interest Expense for any four fiscal quarter period ending on a date set forth below to be less than the ratio set forth opposite such date:
Date Ratio ---- ----- June 30, 2004 1.30 to 1.00 September 30, 2004 1.30 to 1.00 December 31, 2004 1.50 to 1.00 March 31, 2005 and thereafter 1.75 to 1.00"
SECTION 2. WAIVER. The Lenders hereby waive any Default or Event of Default that may have arisen as a result of the failure of the Borrowers to comply with the provisions of SECTION 7.14(a) and SECTION 7.15(a) of the Credit Agreement prior to the 2 effectiveness of this Amendment and with respect to, but only with respect to, the four fiscal quarter period ending on March 31, 2004. SECTION 3. REPRESENTATIONS AND WARRANTIES. To induce the other parties hereto to enter into this Amendment, each of the Borrowers represents and warrants to each other party hereto that, after giving effect to this Amendment, (a) the representations and warranties set forth in ARTICLE IV of the Credit Agreement are true and correct in all material respects on and as of the date hereof, except to the extent such representations and warranties expressly relate to an earlier date, and (b) no Default or Event of Default has occurred and is continuing. SECTION 4. EFFECTIVENESS. This Amendment, shall become effective on the date (the "AMENDMENT EFFECTIVE DATE") that the Administrative Agent shall have received (a) counterparts of this Amendment that, when taken together, bear the signatures of the Required Lenders and each of the Borrowers and (b) the Amendment Fee (as defined below). SECTION 5. AMENDMENT FEE. The Borrowers agree to pay to the Administrative Agent for the account of each Lender that executes and delivers to the Administrative Agent (or its counsel) a copy of this Amendment at or prior to 5:00 p.m., New York City time, on April 19, 2004 (the "SIGNING DATE"), an amendment fee (the "AMENDMENT FEE") in an amount equal to 0.125% of the sum of such Lender's Revolving Credit Commitment, Revolving (Supplemental) Credit Commitment, Revolving (Canadian) Credit Commitment (in each case, whether used or unused) and the principal amount of such Lender's outstanding Term Loans, in each case as of the Signing Date. The Amendment Fee shall be payable upon and subject to the effectiveness of this Amendment in accordance with Section 4 hereof. Once paid, the Amendment Fee shall not be refundable under any circumstances. SECTION 6. 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 Lenders, the Agents, the Administrative Agent, the Collateral Agent, the Facing Agents, the Swingline Lender or the Borrowers under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, 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 the Borrowers to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document 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. After the date hereof, any reference to the Credit Agreement shall mean the Credit Agreement, as modified hereby. This Amendment shall constitute a Loan Document for all purposes of the Credit Agreement and the other Loan Documents. 3 SECTION 7. ACKNOWLEDGMENT. Each of the undersigned Guarantors hereby acknowledges receipt of this Amendment and its review of the terms and conditions hereof. Each of the undersigned Guarantors hereby consents to the terms and conditions of this Amendment and hereby confirms its guarantee under the Guarantee Agreements to which it is a party and agrees that such guarantee shall continue to be in full force and effect and shall accrue to the benefit of the Lenders. SECTION 8. COUNTERPARTS. This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed an original, but all such counterparts constitute but one and the same instrument. Delivery of any executed counterpart of a signature page of this Amendment by facsimile transmission shall be effective as delivery of a manually executed counterpart hereof. SECTION 9. APPLICABLE LAW. THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. SECTION 10. HEADINGS. The headings of this Amendment are for purposes of reference only and shall not limit or otherwise affect the meaning hereof. [signature pages follow] 4 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed by their duly authorized officers, all as of the date and year first above written. STONE CONTAINER CORPORATION, by /s/ Richard P. Marra -------------------------------------- Name: Richard P. Marra Title: Assistant Treasurer SMURFIT-STONE CONTAINER CANADA INC., by /s/ Richard P. Marra -------------------------------------- Name: Richard P. Marra Title: Assistant Treasurer DEUTSCHE BANK TRUST COMPANY AMERICAS, individually and as an Agent, Administrative Agent, Collateral Agent, Revolving Facility Facing Agent and Swingline Lender, by /s/ Marco Orlando -------------------------------------- Name: Marco Orlando Title: Director JPMORGAN CHASE BANK, individually and as an Agent, by /s/ Peter S. Predun -------------------------------------- Name: Peter S. Predun Title: Vice President 5 GUARANTORS GUARANTOR OF U.S. AND CANADIAN FACILITIES ST. LAURENT PAPERBOARD (U.S.) INC. by /s/ Richard P. Marra -------------------------------------- Name: Richard P. Marra Title: Assistant Treasurer GUARANTORS OF CANADIAN FACILITIES: STONE CONTAINER CORPORATION by /s/ Richard P. Marra -------------------------------------- Name: Richard P. Marra Title: Assistant Treasurer FRANCOBEC COMPANY by /s/ Charles A. Hinrichs -------------------------------------- Name: Charles A. Hinrichs Title: Vice President and Chief Financial Officer MBI LIMITED/LIMITEE by /s/ Charles A. Hinrichs -------------------------------------- Name: Charles A. Hinrichs Title: Vice President and Chief Financial Officer SMURFIT-MBI by /s/ Charles A. Hinrichs -------------------------------------- Name: Charles A. Hinrichs Title: Vice President and Chief Financial Officer 6 605681 N.B. INC. by /s/ Charles A. Hinrichs -------------------------------------- Name: Charles A. Hinrichs Title: Vice President and Chief Financial Officer 7 SIGNATURE PAGE TO AMENDMENT NO. 4 AND WAIVER DATED AS OF MARCH 31, 2004, TO THE STONE CONTAINER CORPORATION AND SMURFIT-STONE CONTAINER CANADA INC. CREDIT AGREEMENT DATED AS OF JULY 25, 2002 NORTHWOODS CAPITAL III, LIMITED, by ANGELO, GORDON & CO., L.P., as Collateral Manager, by /s/ John W. Fraser --------------------------------- Name: John W. Fraser Title: Managing Director NORTHWOODS CAPITAL III, LIMITED, by ANGELO, GORDON & CO., L.P., as Collateral Manager, by /s/ John W. Fraser --------------------------------- Name: John W. Fraser Title: Managing Director AG CAPITAL FUNDING PARTNERS, L.P., by ANGELO, GORDON & CO., L.P., as Investment Advisor, by /s/ John W. Fraser --------------------------------- Name: John W. Fraser Title: Managing Director NORTHWOODS CAPITAL, LIMITED, by ANGELO, GORDON & CO., L.P., as Collateral Manager, by /s/ John W. Fraser --------------------------------- Name: John W. Fraser Title: Managing Director 8 SEQUILS-CENTURION V, LTD., by American Express Asset Management Group Inc., as Collateral Manager by /s/ Leanne Stavrakis --------------------------------- Name: Leanne Stavrakis Title: Director - Operations CENTURION CDO II, LTD, by American Express Asset Management Group Inc., as Collateral Manager by /s/ Leanne Stavrakis --------------------------------- Name: Leanne Stavrakis Title: Director - Operations CENTURION CDO VI, LTD, by American Express Asset Management Group Inc., as Collateral Manager by /s/ Leanne Stavrakis --------------------------------- Name: Leanne Stavrakis Title: Director - Operations CREDIT INDUSTRIEL ET COMMERCIAL, by /s/ Sean Mounier ------------------------------------ Name: Sean Mounier Title: First Vice President by /s/ Brian O'Leary ------------------------------------ Name: Brian O' Leary Title: Vice President 9 CLOSE INTERNATIONAL CUSTODY SERVICES LIMITED, as Custodian of CYPRESSTREE INTERNATIONAL LOAN HOLDING COMPANY LIMITED, by CypressTree Strategic Debt Management Co., Inc. as investment Advisor, by /s/ Jeff Megar --------------------------------- Name: Jeff Megar Title: Manager by /s/ Michelle Patterson --------------------------------- Name: Michelle Patterson Title: Investment Analyst CITIGROUP INVESTMENTS CORPORATE LOAN FUND INC., by Travelers Asset Management Int'l Co. LLC, by /s/ Roger Yee --------------------------------- Name: Roger Yee Title: Vice President COLUMBUS LOAN FUNDING LTD., by Travelers Asset Management Int'l Co. LLC, by /s/ Roger Yee --------------------------------- Name: Roger Yee Title: Vice President CITIBANK, N.A., by /s/ George F. Van -------------------------------------- Name: George F. Van Title: Managing Director 10 BLUE SQUARE FUNDING LIMITED SERIES 3, by /s/ Jennifer DiPasquale -------------------------------------- Name: Jennifer DiPasquale Title: Assistant Vice President HANOVER SQUARE CLO LTD., by Blackstone Dept. Advisors L.P. as Collateral Manager, by /s/ Dean T. Criares --------------------------------- Name: Dean T. Criares Title: Managing Director MONUMENT PARK CDO LTD., by Blackstone Debt. Advisors L.P. as Collateral Manager, by /s/ Dean T. Criares --------------------------------- Name: Dean T. Criares Title: Managing Director BLACKROCK SENIOR LOAN TRUST, by /s/ Mark J. Williams -------------------------------------- Name: Mark J. Williams Title: Authorized Signatory MAGNETITE IV CLO, LIMITED, by /s/ Mark J. Williams -------------------------------------- Name: Mark J. Williams Title: Authorized Signatory 11 MAGNETITE V CLO, LIMITED, by /s/ Mark J. Williams -------------------------------------- Name: Mark J. Williams Title: Authorized Signatory GALLATIN FUNDING I LTD., by Bear Stearns Asset Management Inc., as its Collateral Manager, by /s/ Niall D. Rosenberg --------------------------------- Name: Niall D. Rosenberg Title: Associate Director BRAYMOOR & co., by Bear Stearns Asset Management Inc., as its Attorney-in-Fact, by /s/ Niall D. Rosenberg --------------------------------- Name: Niall D. Rosenberg Title: Associate Director GRAYSTON CLO 2001-01 LTD., by Bear Stearns Asset Management Inc., as its Collateral Manager, by /s/ Niall D. Rosenzwug --------------------------------- Name: Niall D. Rosenzwug Title: Associate Director BANK ONE, N.A., by /s/ Karen C. Ryan -------------------------------------- Name: Karen C. Ryan Title: Director 12 THE BANK OF NEW YORK, by /s/ Mark Wrigley -------------------------------------- Name: Mark Wrigley Title: Vice President BANK OF MONTREAL, by /s/ S. Valia -------------------------------------- Name: S. Valia Title: Managing Director BANK OF AMERICA, N.A., by /s/ Andrew Stinson -------------------------------------- Name: Andrew Stinson Title: Vice President LAGUNA FUNDING LLC, by /s/ Ann E. Morris -------------------------------------- Name: Ann E. Morris Title: Assistant Vice President HARBOUR TOWN FUNDING LLC, by /s/ Ann E. Morris -------------------------------------- Name: Ann E. Morris Title: Assistant Vice President ELT LTD., by /s/ Ann E. Morris -------------------------------------- Name: Ann E. Morris Title: Authorized Agent 13 PINEHURST TRADING, INC., by /s/ Ann E. Morris -------------------------------------- Name: Ann E. Morris Title: Assistant Vice President WINGED FOOT FUNDING TRUST, by /s/ Ann E. Morris -------------------------------------- Name: Ann E. Morris Title: Authorized Agent JUPITER LOAN FUNDING LLC, by /s/ Ann E. Morris -------------------------------------- Name: Ann E. Morris Title: Assistant Vice President PPM SPYGLASS FUNDING TRUST, by /s/ Ann E. Morris -------------------------------------- Name: Ann E. Morris Title: Authorized Agent PPM SHADOW CREEK FUNDING LLC, by /s/ Ann E. Morris -------------------------------------- Name: Ann E. Morris Title: Assistant Vice President SAWGRASS TRADING LLC, by /s/ Ann E. Morris -------------------------------------- Name: Ann E. Morris Title: Assistant Vice President 14 GLENEAGLES TRADING LLC, by /s/ Ann E. Morris -------------------------------------- Name: Ann E. Morris Title: Assistant Vice President STANWICH LOAN FUNDING LLC, by /s/ Ann E. Morris -------------------------------------- Name: Ann E. Morris Title: Assistant Vice President SUFFIELD CLO, LIMITED, by DAVID L. BABSON & COMPANY INC., as Collateral Manager, by /s/ Glenn P. Duffy, CFA --------------------------------- Name: Glenn P. Duffy, CFA Title: Managing Director MAPLEWOOD (CAYMAN) LIMITED, by DAVID L. BABSON & COMPANY INC., under delegated authority from Massachusetts Mutual Life Insurance Company, as Investment Manager, by /s/ Glen P. Duffy, CFA --------------------------------- Name: Glen P. Duffy, CFA Title: Managing Director APEX (IDM) CDO I, LTD. ELC (CAYMAN) LTD., CDO SERIES 1999-I ELC (CAYMAN) LTD., 1999-III ELC (CAYMAN) LTD., 2000-I TRYON CLO LTD. 2000-I, by DAVID L. BABSON & COMPANY INC., as Collateral Agent, 15 by /s/ Glenn P. Duffy, CFA --------------------------------- Name: Glenn P. Duffy, CFA Title: Managing Director MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY, by DAVID L. BABSON & COMPANY, INC., as Investment Adviser, by /s/ Glenn P. Duffy, CFA --------------------------------- Name: Glenn P. Duffy, CFA Title: Managing Director ARES VII CLO LTD., by ARES CLO MANAGEMENT VI, L.P., its Investment Manager by ARES CLO GP VII, LLC, its General Partner by /s/ Seth J. Brufsky --------------------------------- Name: Seth J. Brufsky Title: Vice President ARES VIII CLO LTD., by ARES CLO MANAGEMENT VIII, L.P., its Investment Manager by ARES CLO GP VIII, LLC, its General Partner by /s/ Seth J. Brufsky --------------------------------- Name: Seth J. Brufsky Title: Vice President 16 ARES V CLO LTD., by ARES CLO MANAGEMENT V, L.P., its Investment Manager by ARES CLO GP V, LLC, its Managing Member by /s/ Seth J. Brufsky --------------------------------- Name: Seth J. Brufsky Title: Vice President ARES VI CLO LTD., by ARES CLO MANAGEMENT VI, L.P., its Investment Manager by ARES CLO GP VI, LLC, its Managing Member by /s/ Seth J. Brufsky --------------------------------- Name: Seth J. Brufsky Title: Vice President ARES LEVERAGED INVESTMENT FUND II, L.P., by ARES CLO MANAGEMENT II, L.P., its General Partner by /s/ Seth J. Brufsky --------------------------------- Name: Seth J. Brufsky Title: Vice President ARES III CLO LTD., by ARES CLO MANAGEMENT, LLC, its Investment Manager by /s/ Seth J. Brufsky --------------------------------- Name: Seth J. Brufsky Title: Vice President 17 ARES IV CLO LTD., by ARES CLO MANAGEMENT IV, L.P., Investment Manager by ARES CLO GP IV, LLC its Managing Member by /s/ Seth J. Brufsky --------------------------------- Name: Seth J. Brufsky Title: Vice President APEX (TRIMARAN) CPO I, LTD., by TRIMARAN ADVISERS, L.L.C., by /s/ David M. Millison ---------------------------- Name: David M. Millison Title: Managing Director AMMC CDO II, LIMITED, by AMERICAN MONEY MANAGEMENT CORP., as Collateral Manager, by /s/ David P. Meyer ---------------------------- Name: David P. Meyer Title: Vice President AMERICAN AGCREDIT, PCA, by /s/ Vern Zander ------------------------------------ Name: Vern Zander Title: Vice President 18 ALLSTATE LIFE INSURANCE COMPANY, by /s/ Chris Goergen ------------------------------------ Name: Chris Goergen Title: Authorized Signatory by /s/ Patricia W. Wilson ------------------------------------ Name: Patricia W. Wilson Title: Authorized Signatory AIMCO CDO SERIES 2000-A, by /s/ Chris Goergen ------------------------------------ Name: Chris Goergen Title: Authorized Signatory by /s/ Patricia W. Wilson ------------------------------------ Name: Patricia W. Wilson Title: Authorized Signatory AIMCO CLO SERIES 2001-A, by /s/ Chris Goergen ------------------------------------ Name: Chris Goergen Title: Authorized Signatory by /s/ Patricia W. Wilson ------------------------------------ Name: Patricia W. Wilson Title: Authorized Signatory 19 MONUMENT CAPITAL LTD., AS ASSIGNEE, by ALLIANCE CAPITAL MANAGEMENT L.P., as Investment Manager, by ALLIANCE CAPITAL MANAGEMENT CORPORATION, as General Partner, by /s/ Sverker M. M. Johansson --------------------------------- Name: Sverker M. M. Johansson Title: Vice President NEW ALLIANCE GLOBAL CPO, LIMITED, by ALLIANCE CAPITAL MANAGEMENT L.P., as Sub- Advisor, by ALLIANCE CAPITAL MANAGEMENT CORPORATION, as General Partner, by /s/ Sverker M. M. Johansson --------------------------------- Name: Sverker M. M. Johansson Title: Vice President SEQUILS-CUMBERLAND I, LTD., by DEERFIELD CAPITAL MANAGEMENT LLC, as Collateral Manager, by /s/ Peter Sakon ------------------------------- Name: Peter Sakon Title: Vice President 20 ROSEMONT CLO, LTD., by DEERFIELD CAPITAL MANAGEMENT LLC, as Collateral Manager, by /s/ Peter Sakon --------------------------------- Name: Peter Sakon Title: Vice President BRYN MAWR CLO, LTD., by DEERFIELD CAPITAL MANAGEMENT LLC, as Collateral Manager, by /s/ Peter Sakon --------------------------------- Name: Peter Sakon Title: Vice President FOREST CREEK CLO, LTD., by DEERFIELD CAPITAL MANAGEMENT LLC, as Collateral Manager, by /s/ Peter Sakon --------------------------------- Name: Peter Sakon Title: Vice President SENIOR DEBT PORTFOLIO, by BOSTON MANAGEMENT AND RESEARCH, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President 21 EATON VANCE SENIOR INCOME TRUST, by EATON VANCE MANAGEMENT, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President EATON VANCE INSTITUTIONAL SENIOR LOAN FUND, by EATON VANCE MANAGEMENT, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President OXFORD STRATEGIC INCOME FUND, by EATON VANCE MANAGEMENT, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President EATON VANCE CDO II, LTD., by EATON VANCE MANAGEMENT, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President 22 EATON VANCE CDO III, LTD., by EATON VANCE MANAGEMENT, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President COSTANTINUS EATON VANCE CDO V, LTD., by EATON VANCE MANAGEMENT, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President EATON VANCE CDO VI, LTD., by EATON VANCE MANAGEMENT, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President GRAYSON & CO., by BOSTON MANAGEMENT AND RESEARCH, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President 23 BIG SKY SENIOR LOAN FUND, LTD., by EATON VANCE MANAGEMENT, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President EATON VANCE VT FLOATING-RATE INCOME FUND, by EATON VANCE MANAGEMENT, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President EATON VANCE LIMITED DURATION INCOME FUND, by EATON VANCE MANAGEMENT, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President TOLLI & CO., by EATON VANCE MANAGEMENT, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President 24 EATON VANCE SENIOR FLOATING-RATE TRUST, by EATON VANCE MANAGEMENT, as Investment Advisor, by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President SEQUILS - PILGRIM I, LTD., by ING INVESTMENTS, LLC, as its Investment Manager, by /s/ James E. Grimes --------------------------------- Name: James E. Grimes Title: Vice President ML CLO XV PILGRIM AMERICA (CAYMAN) LTD., by ING INVESTMENTS, LLC, as its Investment Manager, by /s/ James E. Grimes --------------------------------- Name: James E. Grimes Title: Vice President ING PRIME RATE TRUST, by AELTUS INVESTMENT MANAGEMENT, INC., as its Investment Manager, by /s/ James E. Grimes --------------------------------- Name: James E. Grimes Title: Vice President 25 ING SENIOR INCOME FUND, by AELTUS INVESTMENT MANAGEMENT, INC, as its Investment Manager, by /s/ James E. Grimes --------------------------------- Name: James E. Grimes Title: Vice President ENDURANCE CLO I, LTD., by ING CAPITAL ADVISORS LLC, as its Portfolio Manager, by /s/ Robert D. Cohen --------------------------------- Name: Robert D. Cohen Title: Vice President ING-ORYX CLO, LTD., by ING CAPITAL ADVISORS LLC, as its Collateral Manager, by /s/ Robert D. Cohen --------------------------------- Name: Robert D. Cohen Title: Vice President SEQUILS-ING I (HBDGM), LTD., by ING CAPITAL ADVISORS LLC, as Collateral Manager, by /s/ Robert D. Cohen --------------------------------- Name: Robert D. Cohen Title: Vice President 26 NEMEAN CLO, LTD., by ING CAPITAL ADVISORS LLC, as its Investment Manager, by /s/ Robert D. Cohen --------------------------------- Name: Robert D. Cohen Title: Vice President BALANCED HIGH-YIELD FUND II, LTD., by ING CAPITAL ADVISORS LLC, as Asset Manager, by /s/ Robert D. Cohen --------------------------------- Name: Robert D. Cohen Title: Vice President ARCHIMEDES FUNDING IV (CAYMAN), LTD., by ING CAPITAL ADVISORS LLC, as Collateral Manager, by /s/ Robert D. Cohen --------------------------------- Name: Robert D. Cohen Title: Vice President ARCHIMEDES FUNDING III, LTD., by ING CAPITAL ADVISORS LLC, as Collateral Manager, by /s/ Robert D. Cohen --------------------------------- Name: Robert D. Cohen Title: Vice President 27 INDOSUEZ CAPITAL FUNDING IIA, LIMITED, by INDOSUEZ CAPITAL, as Portfolio Advisor, by /s/ Charles Kobayashi --------------------------------- Name: Charles Kobayashi Title: Principal and Portfolio Manager HIGHLAND LEGACY LIMITED, by HIGHLAND CAPITAL MANAGEMENT, as Collateral Manager, by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer PAM CAPITAL FUNDING L.P., by HIGHLAND CAPITAL MANAGEMENT, L.P., as Collateral Manager, by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer HIGHLAND LOAN FUNDING V LTD., by HIGHLAND CAPITAL MANAGEMENT L.P., as Collateral Manager, by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer 28 HIGHLAND OFFSHORE PARTNERS, L.P., by HIGHLAND CAPITAL MANAGEMENT, L.P., as Collateral Manager, by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer RESTORATION FUNDING CLO, LTD., by HIGHLAND CAPITAL MANAGEMENT, L.P., as Collateral Manager, by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer ELF FUNDING TRUST I, by HIGHLAND CAPITAL MANAGEMENT, L.P., as Capital Manager, by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer HCM US LOANS MAC 43, LLC, by HIGHLAND CAPITAL MANAGEMENT, L.P., as Attorney- in-Fact, by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer 29 LOAN FUNDING IV, LLC, by HIGHLAND CAPITAL MANAGEMENT, L.P., as Portfolio Manager, by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer HEWETT'S ISLAND CDO, LTD., by CYPRESSTREE INVESTMENT MANAGEMENT COMPANY, INC., as Portfolio Manager, by /s/ Michelle L. Patterson --------------------------------- Name: Michelle L. Patterson Title: Investment Analyst GULF STREAM-COMPASS CLO 2002-1 LTD., by GULF STREAM ASSET MANAGEMENT LLC, as Collateral Manager, by /s/ Barry K. Love --------------------------------- Name: Barry K. Love Title: Chief Credit Officer GULF STREAM-COMPASS CLO 2003-1 LTD., by GULF STREAM ASSET MANAGEMENT LLC, as Collateral Manager, by /s/ Barry K. Love --------------------------------- Name: Barry K. Love Title: Chief Credit Officer 30 GENERAL ELECTRIC CAPITAL CORPORATION, by /s/ Karl Kieffer -------------------------------------- Name: Karl Kieffer Title: Duly Authorized Signatory FRANKLIN CLO I, LIMITED, by /s/ David Ardini -------------------------------------- Name: David Ardini Title: Vice President FRANKLIN CLO II, LIMITED, by /s/ David Ardini -------------------------------------- Name: David Ardini Title: Vice President FRANKLIN CLO III, LIMITED, by /s/ David Ardini -------------------------------------- Name: David Ardini Title: Vice President FRANKLIN FLOATING RATE DAILY ACCESS FUND, by /s/ David Ardini -------------------------------------- Name: David Ardini Title: Vice President 31 FRANKLIN FLOATING RATE TRUST, by /s/ David Ardini -------------------------------------- Name: David Ardini Title: Asst. Vice President FRANKLIN FLOATING RATE MASTER SERIES, by /s/ David Ardini -------------------------------------- Name: David Ardini Title: Asst. Vice President FOOTHILL INCOME TRUST, L.P., by FIT GP, LLC, its General Partner, by /s/ Sean T. Dixon --------------------------------- Name: Sean T. Dixon Title: Managing Member THE FOOTHILL GROUP, INC., by /s/ Sean T. Dixon -------------------------------------- Name: Sean T. Dixon Title: Vice President FLAGSHIP CLO 2001-1, by /s/ Mark S. Pelletier -------------------------------------- Name: Mark S. Pelletier Title: Director 32 FLAGSHIP CLO II, by /s/ Mark S. Pelletier -------------------------------------- Name: Mark S. Pelletier Title: Director FIDELITY ADVISOR SERIES II: FIDELITY ADVISOR FLOATING RATE HIGH INCOME FUND, by /s/ John H. Costello -------------------------------------- Name: John H. Costello Title: Assistant Treasurer BALLYROCK CLO II LIMITED, by BALLYROCK INVESTMENT ADVISORS LLC, as Collateral Manager, by /s/ Lisa Rymut --------------------------------- Name: Lisa Rymut Title: Assistant Treasurer EMERALD ORCHARD LIMITED, by /s/ Stacey Malek ------------------------------------ Name: Stacey Malek Title: Attorney-in-Fact SARATOGA CLO I, LIMITED, by INVESCO SENIOR SECURED MANAGEMENT, INC., as Asset Manager, by /s/ Joseph Rotondo --------------------------------- Name: Joseph Rotondo Title: Authorized Signatory 33 SAGAMORE CLO LTD., by INVESCO SENIOR SECURED MANAGEMENT, INC., as Collateral Manager, by /s/ Joseph Rotondo --------------------------------- Name: Joseph Rotondo Title: Authorized Signatory SEQUILS-LIBERTY, LTD., by INVESCO SENIOR SECURED MANAGEMENT, INC., as Collateral Manager, by /s/ Joseph Rotondo --------------------------------- Name: Joseph Rotondo Title: Authorized Signatory INVESCO CBO 2000-1 LTD., by INVESCO SENIOR SECURED MANAGEMENT, INC., as Portfolio Advisor, by /s/ Joseph Rotondo --------------------------------- Name: Joseph Rotondo Title: Authorized Signatory INVESCO EUROPEAN CDO I S.A., by INVESCO SENIOR SECURED MANAGEMENT, INC., as Collateral Manager, by /s/ Joseph Rotondo --------------------------------- Name: Joseph Rotondo Title: Authorized Signatory 34 AIM FLOATING RATE FUND, by INVESCO SENIOR SECURED MANAGEMENT, INC., as Sub-Adviser, by /s/ Joseph Rotondo --------------------------------- Name: Joseph Rotondo Title: Authorized Signatory DIVERSIFIED CREDIT PORTFOLIO LTD., by INVESCO SENIOR SECURED MANAGEMENT, INC., as Investment Adviser, by /s/ Joseph Rotondo --------------------------------- Name: Joseph Rotondo Title: Authorized Signatory CHARTER VIEW PORTFOLIO, by INVESCO SENIOR SECURED MANAGEMENT, INC., as Investment Advisor, by /s/ Joseph Rotondo --------------------------------- Name: Joseph Rotondo Title: Authorized Signatory AVALON CAPITAL LTD. 2, by INVESCO SENIOR SECURED MANAGEMENT, INC., as Portfolio Advisor, by /s/ Joseph Rotondo --------------------------------- Name: Joseph Rotondo Title: Authorized Signatory 35 AVALON CAPITAL LTD., by INVESCO SENIOR SECURED MANAGEMENT, INC., as Portfolio Advisor, by /s/ Joseph Rotondo --------------------------------- Name: Joseph Rotondo Title: Authorized Signatory KATONAH I, LTD., by /s/ Ralph Della Rocca -------------------------------------- Name: Ralph Della Rocca Title: Authorized Officer Katonah Capital, L.L.C., as Manager KATONAH II, LTD., by /s/ Ralph Della Rocca -------------------------------------- Name: Ralph Della Rocca Title: Authorized Officer Katonah Capital, L.L.C., as Manager KATONAH III, LTD., by /s/ Ralph Della Rocca -------------------------------------- Name: Ralph Della Rocca Title: Authorized Officer Katonah Capital, L.L.C., as Manager KATONAH IV, LTD., by /s/ Ralph Della Rocca -------------------------------------- Name: Ralph Della Rocca Title: Authorized Officer 36 Katonah Capital, L.L.C., as Manager KATONAH V, LTD., by /s/ Ralph Della Rocca -------------------------------------- Name: Ralph Della Rocca Title: Authorized Officer Katonah Capital, L.L.C., as Manager SOCIETE GENERALE, by /s/ Anne-Marie Dumortier -------------------------------------- Name: Anne-Marie Dumortier Title: Vice President SIERRA CLO I, LTD., by /s/ John M. Casparian -------------------------------------- Name: John M. Casparian Title: Chief Operating Officer Centre Pacific L.L.P. (Manager) SENECA CBO IV, LIMITED, by /s/ Warren Goodrich -------------------------------------- Name: Warren Goodrich Title: Analyst SENECA CBO III, LIMITED, by /s/ Warren Goodrich -------------------------------------- Name: Warren Goodrich Title: Analyst 37 SANKATY ADVISORS, LLC AS COLLATERAL MANAGER FOR AVERY POINT CLO, LTD., AS TERM LENDER, by /s/ Stacy Braatz -------------------------------------- Name: Stacy Braatz Title: Secretary SANKATY HIGH YIELD PARTNERS II, L.P., by /s/ Stacy Braatz -------------------------------------- Name: Stacy Braatz Title: Secretary SANKATY ADVISORS, LLC AS COLLATERAL MANAGER FOR CASTLE HILL I - INGOTS, LTD., AS TERM LENDER, by /s/ Stacy Braatz -------------------------------------- Name: Stacy Braatz Title: Secretary SANKATY ADVISORS, LLC AS COLLATERAL MANAGER FOR CASTLE HILL III CLO, LIMITED, AS TERM LENDER, by /s/ Stacy Braatz -------------------------------------- Name: Stacy Braatz Title: Secretary 38 SANKATY ADVISORS, LLC AS COLLATERAL MANAGER FOR RACE POINT CLO, LIMITED, AS TERM LENDER, by /s/ Stacy Braatz -------------------------------------- Name: Stacy Braatz Title: Secretary SANKATY ADVISORS, LLC AS COLLATERAL MANAGER FOR GREAT POINT CLO 1999-1 LTD., AS TERM LENDER, by /s/ Stacy Braatz -------------------------------------- Name: Stacy Braatz Title: Secretary SANKATY ADVISORS, LLC AS COLLATERAL MANAGER FOR CASTLE HILL II - INGOTS, LTD., AS TERM LENDER, by /s/ Stacy Braatz -------------------------------------- Name: Stacy Braatz Title: Secretary SANKATY ADVISORS, LLC AS COLLATERAL MANAGER FOR RACE POINT II CLO, LIMITED, AS TERM LENDER, by /s/ Stacy Braatz -------------------------------------- Name: Stacy Braatz Title: Secretary 39 SUNAMERICA LIFE INSURANCE COMPANY, by AIG GLOBAL INVESTMENT CORP., its Investment Advisor, by /s/ W. Jeffrey Baxter --------------------------------- Name: W. Jeffrey Baxter Title: Vice President GALAXY CLO 2003-1, LTD., by AIG GLOBAL INVESTMENT CORP., its Investment Advisor, by /s/ W. Jeffrey Baxter --------------------------------- Name: W. Jeffrey Baxter Title: Vice President GALAXY CLO 1999-1, LTD., by AIG GLOBAL INVESTMENT CORP., as Collateral Manager, by /s/ W. Jeffrey Baxter --------------------------------- Name: W. Jeffrey Baxter Title: Vice President REGIONS BANK, by /s/ Tammy M. Foshee -------------------------------------- Name: Tammy M. Foshee Title: Assistant Vice President FOXE BASIN CLO 2003, LTD., by ROYAL BANK OF CANADA, as Collateral Manager by /s/ Melissa Marano --------------------------------- Name: Melissa Marano Title: Authorized Signatory 40 SEQUILS-GLACE BAY, LTD., by ROYAL BANK OF CANADA, as Collateral Manager by /s/ Melissa Marano --------------------------------- Name: Melissa Marano Title: Authorized Signatory THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, by PRUDENTIAL INVESTMENT MANAGEMENT, INC., as Investment Advisor, by /s/ B. Ross Smead --------------------------------- Name: B. Ross Smead Title: Vice President DRYDEN LEVERAGED LOAN CDO 2002-II, by PRUDENTIAL INVESTMENT MANAGEMENT, INC., as Collateral Manager, by /s/ B. Ross Smead --------------------------------- Name: B. Ross Smead Title: Vice President OASIS COLLATERALIZED HIGH INCOME PORTFOLIO-1, LTD., by PATRIARCH PARTNERS XIII, LLC, its Managing Agent, by /s/ Lynn Tilton --------------------------------- Name: Lynn Tilton Title: Manager 41 AMARA-2 FINANCE LTD., by PATRIARCH PARTNERS XII, LLC, its Managing Agent, by /s/ Lynn Tilton --------------------------------- Name: Lynn Tilton Title: Manager AMARA-1 FINANCE LTD., by PATRIARCH PARTNERS XI, LLC, its Managing Agent, by /s/ Lynn Tilton --------------------------------- Name: Lynn Tilton Title: Manager AERIES FINANCE-II LTD., by PATRIARCH PARTNERS X, LLC, its Managing Agent, by /s/ Lynn Tilton --------------------------------- Name: Lynn Tilton Title: Manager CERES II FINANCE LTD., by PATRIARCH PARTNERS IX, LLC, its Managing Agent, by /s/ Lynn Tilton --------------------------------- Name: Lynn Tilton Title: Manager OCTAGON INVESTMENT PARTNERS II, LLC, by OCTAGON CREDIT INVESTORS, LLC, as Sub-Investment Manager, by /s/ Andrew D. Gordon 42 --------------------------------- Name: Andrew D. Gordon Title: Portfolio Manager OCTAGON INVESTMENT PARTNERS III, LTD., by OCTAGON CREDIT INVESTORS, LLC, as Portfolio Manager, by /s/ Andrew D. Gordon --------------------------------- Name: Andrew D. Gordon Title: Portfolio Manager OCTAGON INVESTMENT PARTNERS V, LTD., by OCTAGON CREDIT INVESTORS, LLC, as Portfolio Manager, by /s/ Andrew D. Gordon --------------------------------- Name: Andrew D. Gordon Title: Portfolio Manager OCTAGON INVESTMENT PARTNERS VI, LTD., by OCTAGON CREDIT INVESTORS, LLC, as Collateral Manager, by /s/ Andrew D. Gordon --------------------------------- Name: Andrew D. Gordon Title: Portfolio Manager 43 OAK HILL SECURITIES FUND, L.P., by OAK HILL SECURITIES GENPAR, L.P., its General Partner, by OAK HILL SECURITIES MGP, Inc., its General Partner, by /s/ Scott D. Krase --------------------------------- Name: Scott D. Krase Title: Vice President OAK HILL SECURITIES FUND II, L.P., by OAK HILL SECURITIES GENPAR II, L.P., its General Partner, by OAK HILL SECURITIES MGP II, Inc., its General Partner, by /s/ Scott D. Krase --------------------------------- Name: Scott D. Krase Title: Vice President OAK HILL CREDIT PARTNERS I, LIMITED, by OAK HILL CLO MANAGEMENT I, LLC, as Investment Manager, by /s/ Scott D. Krase --------------------------------- Name: Scott D. Krase Title: Authorized Person OAK HILL CREDIT PARTNERS II, LIMITED, by OAK HILL CLO MANAGEMENT II, LLC, as Investment Manager, 44 by /s/ Scott D. Krase --------------------------------- Name: Scott D. Krase Title: Authorized Person OAK HILL CREDIT PARTNERS III, LIMITED, by OAK HILL CLO MANAGEMENT III, LLC, as Investment Manager, by /s/ Scott D. Krase --------------------------------- Name: Scott D. Krase Title: Authorized Person NUVEEN SENIOR INCOME FUND, by /s/ Lenny Mason -------------------------------------- Name: Lenny Mason Title: Portfolio Manager NUVEEN TAX ADVANTAGED TOTAL RETURN STRATEGY FUND, by /s/ Lenny Mason -------------------------------------- Name: Lenny Mason Title: Portfolio Manager NUVEEN DIVERSIFIED DIVIDEND AND INCOME FUND, by /s/ Lenny Mason -------------------------------------- Name: Lenny Mason Title: Portfolio Manager 45 NORSE CBO, LTD., by REGIMENT CAPITAL MANAGEMENT, LLC, as its Investment Advisor by REGIMENT CAPITAL ADVISORS, LLC, its Manager and pursuant to delegated authority, by /s/ Timothy S. Peterson --------------------------------- Name: Timothy S. Peterson Title: President CLYDESDALE CLO 2003 LTD., by NOMURA CORPORATE RESEARCH AND ASSET MANAGEMENT INC., as Agent, by /s/ Elizabeth MacLean --------------------------------- Name: Elizabeth MacLean Title: Director CLYDESDALE CLO 2001-1 LTD., by NOMURA CORPORATE RESEARCH AND ASSET MANAGEMENT INC., as Collateral Manager, by /s/ Elizabeth MacLean --------------------------------- Name: Elizabeth MacLean Title: Director 46 NOMURA BOND AND LOAN FUND, by UFJ TRUST BANK LIMITED, as Trustee by NOMURA CORPORATE RESEARCH AND ASSET MANAGEMENT INC., Attorney-in-Fact, by /s/ Elizabeth MacLean --------------------------------- Name: Elizabeth MacLean Title: Director NEW YORK LIFE INSURANCE COMPANY, by /s/ F. David Melka ------------------------------------ Name: F. David Melka Title: Investment Vice President NEW YORK LIFE INSURANCE AND ANNUITY CORP., by NEW YORK LIFE INVESTMENT MANAGEMENT LLC, its Investment Manager, by /s/ F. David Melka --------------------------------- Name: F. David Melka Title: Director ELF FUNDING TRUST III, by NEW YORK LIFE INVESTMENT MANAGEMENT LLC, as Attorney-in-Fact, by /s/ F. David Melka --------------------------------- Name: F. David Melka Title: Director 47 NYLIM FLATIRON CLO 2003-1, LTD., by NEW YORK LIFE INVESTMENT MANAGEMENT LLC, as Collateral Manager and Attorney-in-Fact, by /s/ F. David Melka --------------------------------- Name: F. David Melka Title: Director NATEXIS BANQUES POPULAIRES, by /s/ Jordan H. Levy -------------------------------------- Name: Jordan H. Levy Title: Assistant Vice President by /s/ Yosmery D. Ortega -------------------------------------- Name: Yosmery D. Ortega Title: Associate MUIRFIELD TRADING LLC, by /s/ Ann E. Morris -------------------------------------- Name: Ann E. Morris Title: Asst. Vice President OLYMPIC FUNDING TRUST SERIES 1999-1, by /s/ Ann E. Morris -------------------------------------- Name: Ann E. Morris Title: Authorized Agent 48 METROPOLITAN LIFE INSURANCE COMPANY, by /s/ Eric Savi -------------------------------------- Name: Eric Savi Title: Director MADISON AVENUE CDO III LTD., by /s/ David W. Farrell -------------------------------------- Name: David W. Farrell Title: Director MADISON AVENUE CDO I LTD., by /s/ David W. Farrell -------------------------------------- Name: David W. Farrell Title: Director LONG LANE MASTER TRUST IV, by Fleet National Bank, as Trust Administrator, by /s/ Kevin Kearns --------------------------------- Name: Kevin Kearns Title: Managing Director LONG LANE MASTER TRUST II, by Fleet National Bank, as Trust Administrator with respect to Series Eclipse, by /s/ Kevin Kearns --------------------------------- Name: Kevin Kearns Title: Managing Director 49 KZH CRESCENT-2 LLC, by /s/ Hi Hua -------------------------------------- Name: Hi Hua Title: Authorized Agent KZH CRESCENT-3 LLC, by /s/ Hi Hua -------------------------------------- Name: Hi Hua Title: Authorized Agent KZH CYPRESSTREE-1 LLC, by /s/ Hi Hua -------------------------------------- Name: Hi Hua Title: Authorized Agent KZH ING-2 LLC, by /s/ Hi Hua -------------------------------------- Name: Hi Hua Title: Authorized Agent KZH RIVERSIDE LLC, by /s/ Hi Hua -------------------------------------- Name: Hi Hua Title: Authorized Agent KZH SOLEIL LLC, by /s/ Hi Hua -------------------------------------- Name: Hi Hua Title: Authorized Agent 50 KZH SOLEIL-2 LLC, by /s/ Hi Hua -------------------------------------- Name: Hi Hua Title: Authorized Agent KZH STERLING LLC, by /s/ Hi Hua -------------------------------------- Name: Hi Hua Title: Authorized Agent STANFIELD QUATTRO CLO, LTD., by STANFIELD CAPITAL PARTNERS LLC, as its Collateral Manager by /s/ Christopher E. Jansen --------------------------------- Name: Christopher E. Jansen Title: Managing Partner STANFIELD/RMF TRANSATLANTIC CDO LTD., by STANFIELD CAPITAL PARTNERS LLC, as its Collateral Manager, by /s/ Christopher E. Jansen --------------------------------- Name: Christopher E. Jansen Title: Managing Partner 51 STANFIELD CLO LTD., by STANFIELD CAPITAL PARTNERS LLC, as its Collateral Manager, by /s/ Christopher E. Jansen --------------------------------- Name: Christopher E. Jansen Title: Managing Partner STANFIELD CARRERA CLO, LTD., by STANFIELD CAPITAL PARTNERS LLC, as its Asset Manager, by /s/ Christopher E. Jansen --------------------------------- Name: Christopher E. Jansen Title: Managing Partner HAMILTON CDO, LTD., by STANFIELD CAPITAL PARTNERS LLC, as its Collateral Manager, by /s/ Christopher E. Jansen --------------------------------- Name: Christopher E. Jansen Title: Managing Partner WINDSOR LOAN FUNDING, LIMITED, by STANFIELD CAPITAL PARTNERS LLC, as its Investment Manager, by /s/ Christopher E. Jansen --------------------------------- Name: Christopher E. Jansen Title: Managing Partner 52 STANFIELD ARBITRAGE CDO, LTD., by STANFIELD CAPITAL PARTNERS LLC, as its Collateral Manager, by /s/ Christopher E. Jansen --------------------------------- Name: Christopher E. Jansen Title: Managing Partner SEQUILS I, LTD., by TCW ADVISORS, INC., as its Collateral Manager, by /s/ G. Steven Kalin --------------------------------- Name: Steven Kalin Title: Senior Vice President by /s/ G. Richard F. Kurth --------------------------------- Name: G. Richard F. Kurth Title: Senior Vice President EASTMAN HILL FUNDING I, LIMITED, by TCW ADVISORS, INC., as its Collateral Manager, by /s/ G. Steven Kalin --------------------------------- Name: G. Steven Kalin Title: Senior Vice President 53 LOAN FUNDING I LLC, A WHOLLY OWNED SUBSIDIARY OF CITIBANK, N.A., by TCW ADVISORS, INC., as Portfolio Manager of LOAN FUNDING I LLC, by /s/ G. Steven Kalin --------------------------------- Name: Steven Kalin Title: Senior Vice President by /s/ G. Richard F. Kurth --------------------------------- Name: Richard F. Kurth Title: Senior Vice President C-SQUARED CDO LTD., by TCW ADVISORS, INC., as its Portfolio Manager, by /s/ G. Steven Kalin --------------------------------- Name: Steven Kalin Title: Senior Vice President TCW SELECT LOAN FUND, LIMITED by TCW ADVISORS, INC., as its Collateral Manager, by /s/ G. Steven Kalin --------------------------------- Name: Steven Kalin Title: Senior Vice President by /s/ G. Richard F. Kurth --------------------------------- Name: Richard F. Kurth Title: Senior Vice President 54 SEQUILS IV, LTD., by TCW ADVISORS, INC., as its Collateral Manager, by /s/ G. Steven Kalin --------------------------------- Name: Steven Kalin Title: Senior Vice President by /s/ G. Richard F. Kurth --------------------------------- Name: Richard F. Kurth Title: Senior Vice President TUSCANY CDO, LIMITED, by PPM AMERICA, INC., as Collateral Manager, by /s/ Chris Kappas --------------------------------- Name: Chris Kappas Title: Managing Director TRUMBULL THC, LTD., by /s/ Tim Houghton -------------------------------------- Name: Tim Houghton Title: Attorney-in-Fact TRS CALLISTO, LLC, by /s/ Deborah O'Keeffe -------------------------------------- Name: Deborah O'Keeffe Title: Vice President 55 TRS ARIA, LLC, by /s/ Deborah O'Keeffe -------------------------------------- Name: Deborah O'Keeffe Title: Vice President TORONTO DOMINION (NEW YORK), INC., by /s/ Michelle Manning -------------------------------------- Name: Michelle Manning Title: Vice President THE BANK OF NOVA SCOTIA, by /s/ V. Gibson -------------------------------------- Name: V. Gibson Title: Assistant Agent VENTURE CDO 2002, LIMITED, by MJX ASSET MANAGEMENT LLC, as its investment advisor by /s/ Martin Davey --------------------------------- Name: Martin Davey Title: Managing Director VENTURE II CDO, LIMITED, by MJX ASSET MANAGEMENT LLC, as its Investment Advisor, by /s/ Martin Davey --------------------------------- Name: Martin Davey Title: Managing Director 56