Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement among R.J. Tower Corporation, Tower Automotive, Inc., Subsidiaries, and JPMorgan Chase Bank, N.A.

Summary

This amendment updates the terms of a previous credit agreement between R.J. Tower Corporation (the borrower), Tower Automotive, Inc. and its subsidiaries (the guarantors), and JPMorgan Chase Bank, N.A. (the lender and agent), along with other lenders. The changes include revised definitions and technical corrections to the agreement, particularly regarding financial calculations and references. The amendment becomes effective once all parties sign it, and all other terms of the original agreement remain in force. The agreement is governed by New York law.

EX-10.23 4 k92204exv10w23.txt 4TH AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND GUARANTY AGREEMENT EXHIBIT 10.23 FOURTH AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND GUARANTY AGREEMENT FOURTH AMENDMENT, dated as of April 29, 2005 (the "Amendment"), to the REVOLVING CREDIT, TERM LOAN AND GUARANTY AGREEMENT, dated as of February 2, 2005, among R.J. TOWER CORPORATION, a Michigan corporation (the "Borrower"), a debtor and debtor-in-possession in a case pending under Chapter 11 of the Bankruptcy Code, TOWER AUTOMOTIVE, INC., a Delaware corporation and the parent company of the Borrower (the "Parent"), and the subsidiaries of the Borrower signatory hereto (together with the Parent, each a "Guarantor" and collectively the "Guarantors"), each of which Guarantors is a debtor and debtor-in-possession in a case pending under Chapter 11 of the Bankruptcy Code, JPMORGAN CHASE BANK, N.A., a national banking association ("JPMCB"), each of the other financial institutions from time to time party hereto (together with JPMCB, the "Lenders") and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the "Agent") for the Lenders. WITNESSETH: WHEREAS, the Borrower, the Guarantors, the Lenders and the Agent are parties to that certain Revolving Credit, Term Loan and Guaranty Agreement, dated as of February 2, 2005 (as amended, restated, modified or supplemented from time to time, the "Credit Agreement"); and WHEREAS, the Borrower and the Guarantors have requested that from and after the Effective Date (as hereinafter defined) of this Amendment, the Credit Agreement be amended subject to and upon the terms and conditions set forth herein; and WHEREAS, upon the occurrence of the Effective Date of this Amendment, the definition of the term "Global EBITDA" shall be restated as set forth herein. NOW, THEREFORE, the parties hereto hereby agree as follows: 1. As used herein, all terms that are defined in the Credit Agreement (in effect immediately prior to the Effective Date of this Amendment) shall have the same meanings herein. 2. Section 1.01 of the Credit Agreement is hereby amended by: (a) amending the definition of "Excluded Taxes" by (i) replacing the reference to "Section 2.17(e)" therein with "Section 2.18(e)" and (ii) replacing the reference to "Section 2.17(a)" therein with "Section 2.18(a)"; and (b) deleting the definition of "Global EBITDA" in its entirety and inserting in lieu thereof the following new definition: "Global EBITDA" shall mean, for any period, all as determined in accordance with GAAP, the consolidated net income (or net loss) of the Global Entities for such period, plus (a) to the extent deducted in the calculation of consolidated net income, the sum of (i) depreciation expense, (ii) amortization expense, (iii) other non-cash charges, (iv) consolidated foreign, federal, state and local income taxes expense, (v) gross interest expense for such period less gross interest income for such period, (vi) extraordinary losses, (vii) any restructuring charges, (viii) professional fees and expenses incurred by, and costs under employee retention programs of, the Domestic Entities, (ix) without duplication, "Chapter 11 expenses" (or "administrative costs reflecting Chapter 11 expenses") of the Domestic Entities as shown on the consolidated statement of income of the Domestic Entities for such period, (x) plus or minus the cumulative effect of any change in accounting principles and (xi) plus or minus equity in the earnings of Metalsa less (b) extraordinary gains, plus or minus (c)the amount of cash received or expended in such period in respect of any amount which, under clause (vii) above, was taken into account in determining Global EBITDA for such or any prior period, plus (d) cash dividends and distributions received from Metalsa. 3. Section 2.13(c) of the Credit Agreement is hereby amended by replacing the words "this Section 2.13(d)" appearing therein with the words "paragraph (b) of this Section 2.13". 4. Section 2.19(d) of the Credit Agreement is hereby amended by deleting ", 2.20(d)" appearing therein. 5. Section 10.03 of the Credit Agreement is hereby amended by: (a) replacing the reference to "Section 2.17" appearing in subsection (b)(iii) thereof with "Section 2.18"; and (b) replacing the references to "Section 2.17" appearing in subsections (d)(i) and (ii) thereof with "Section 2.18"; and (c) replacing the references to "Section 2.17(e)" appearing in subsection (d)(ii) thereof with "Section 2.18(e)". 6. This Amendment shall not become effective until the date (the "Effective Date") on which (i) this Amendment shall have been executed by the Borrower, the Guarantors, the Required Lenders and the Agent, and the Agent shall have received evidence satisfactory to it of such execution. 2 7. Except to the extent hereby amended, the Credit Agreement and each of the Loan Documents remain in full force and effect and are hereby ratified and affirmed. 8. The Borrower agrees that its obligations set forth in Section 10.05 of the Credit Agreement shall extend to the preparation, execution and delivery of this Amendment, including the reasonable fees and disbursements of counsel to the Agent. 9. This Amendment shall be limited precisely as written and shall not be deemed (a) to be a consent granted pursuant to, or a waiver or modification of, any other term or condition of the Credit Agreement or any of the instruments or agreements referred to therein or (b) to prejudice any right or rights which the Agent or the Lenders may now have or have in the future under or in connection with the Credit Agreement or any of the instruments or agreements referred to therein. Whenever the Credit Agreement is referred to in the Credit Agreement or any of the instruments, agreements or other documents or papers executed or delivered in connection therewith, such reference shall be deemed to mean the Credit Agreement as modified by this Amendment. 10. This Amendment may be executed in any number of counterparts and by the different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed to be an original and all of which taken together shall constitute but one and the same instrument. 11. This Amendment shall be governed by, and construed in accordance with, the laws of the State of New York. [SIGNATURE PAGES TO FOLLOW] 3 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the day and the year first written. BORROWER: R.J. TOWER CORPORATION By: /s/ James Mallak --------------------------- Name: JAMES MALLAK Title: TREASURER GUARANTORS: Algoods, USA, Inc. Tower Automotive, Inc. Tower Automotive Bardstown, Inc. Tower Automotive Bowling Green, LLC Tower Automotive Chicago, LLC Tower Automotive Finance, Inc. Tower Automotive Granite City, LLC Tower Automotive Granite City Services, LLC Tower Automotive International Holdings, Inc. Tower Automotive International Yorozu Holdings, Inc. Tower Automotive International, Inc. Tower Automotive Lansing, LLC Tower Automotive Michigan, LLC Tower Automotive Milwaukee, LLC Tower Automotive Plymouth, Inc. Tower Automotive Products Company, Inc. Tower Automotive Receivables Company, Inc. Tower Automotive Services and Technology, LLC Tower Automotive Technology, Inc. Tower Automotive Technology Products, Inc. Tower Automotive Tool, LLC Tower Services, Inc. Trylon Corporation By: /s/ James Mallak ------------------------- Name: JAMES MALLAK Title: TREASURER Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement AGENT AND LENDERS: JPMORGAN CHASE BANK, N.A. INDIVIDUALLY AND AS AGENT By: /s/ Douglas A. Jenks ------------------------------ Name: DOUGLAS A. JENKS Title: MANAGING DIRECTOR Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement HEWETT'S ISLAND CDO, LTD. By: CypressTree Investment Management Company, Inc., as Portfolio Manager. By: /s/ Preston I. Carnes, Jr. ---------------------------------- Name: Preston I. Carnes, Jr. Title: Managing Director Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement HEWETT'S ISLAND CLO II, LTD. By: CypressTree Investment Management Company, Inc., as Portfolio Manager. By: /s/ Preston I. Carnes, Jr. -------------------------------- Name: Preston I. Carnes, Jr. Title: Managing Director Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement CSAM Funding IV, AS A LENDER By: /s/ David H. Lerner ------------------- Name: DAVID H. LERNER Title: AUTHORIZED SIGNATORY Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement CSAM SLF, AS A LENDER BY: /s/ David H. Lerner ------------------- Name: DAVID H. LERNER Title: AUTHORIZED SIGNATORY Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Madison Park Funding I, AS A LENDER By: /s/ David H. Lerner ------------------- Name: DAVID H. LERNER Title: AUTHORIZED SIGNATORY Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement FORTRESS PORTFOLIO TRUST, AS LENDER By: Four Corners Capital Management LLC, Investment Manager /s/ Vijay Srinivasan --------------------------- VIJAY SRINIVASAN Assistant Vice President SIGNATURE Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement FOUR CORNERS CLO 2005-I, LTD., AS LENDER By: Four Corners Capital Management LLC, Collateral Manager /s/ Vijay Srinivasan --------------------------- VIJAY SRINIVASAN Assistant Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement OLYMPIC CLO I, AS A LENDER By: /s/ John. M. Casparian ------------------------------------ Name: JOHN. M. CASPARIAN Title: Chief Operating Officer, Centre Pacific LLC (Manager) Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement KKR Financial CLO 2005-1, Ltd., AS A LENDER By: /s/ Michelle L. Keith ------------------------------------------ Name: MICHELLE L. KEITH Title: AUTHORIZED SIGNATORY Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Malibu CBNA Loan Funding LLC, for itself or as agent for Malibu CFPI Loan Funding LLC, AS A LENDER By: /s/ Suzanne Smith ------------------------------ Name: SUZANNE SMITH Title: AS ATTORNEY-IN-FACT Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Everglades SPIRET Loan Trust By: Wilmington Trust Company not in its individual capacity but solely as trustee, AS A LENDER By: /s/ Rachel L. Simpson ------------------------------ Name: Rachel L. Simpson Title: Financial Services Officer Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Dinosaur Spiret Loan Trust By: Wilmington Trust Company not in its individual capacity but solely as trustee, AS A LENDER By: Rachel L. Simpson --------------------------------- Name: Rachel L. Simpson Title: Financial Services Officer Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement CREDIT SUISSE FIRST BOSTON INTERNATIONAL , AS A LENDER By: ------------------------------- Name: Title: Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement , AS A LENDER By: /s/ Tony Obrien ---------------------------- Name: TONY OBRIEN Title: Senior Manager Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement DUNES FUNDING LLC, AS A LENDER By: /s/ Meredith J. Koslick -------------------------------------------- Name: Meredith J. Koslick Title: Assistant Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement PINEHURST TRADING, INC., AS A LENDER By: /s/ Meredith J. Koslick ------------------------------------ Name: Meredith J. Koslick Title: Assistant Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement WATERVILLE FUNDING LLC, AS A LENDER By: /s/ Meredith J. Koslick ------------------------------------- Name: Meredith J. Koslick Title: Assistant Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement BY SATELLITE ASSET MANAGEMENT, L.P. ITS INVESTMENT MANAGER Satellite Senior Income Fund II, LLC, AS A LENDER By: /s/ Simon Raykher ---------------------------- Name: SIMON RAYKHER Title: GENERAL COUNSEL Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Wells Fargo Foothill, LCC, AS A LENDER By: /s/ Patrick McCormack ------------------------------- Name: Patrick McCormack Title: AVP Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement CYPRESSTREE CLAIF FUNDING LLC, AS A LENDER By: /s/ Meredith J. Koslick ---------------------------------------- Name: Meredith J. Koslick Title: Assistant Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement JUPITER LOAN FUNDING LLC, AS A LENDER By: /s/ Meredith J. Koslick ------------------------------------- Name: Meredith J. Koslick Title: Assistant Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement RED FOX FUNDING LLC, AS A LENDER By: /s/ Meredith J. Koslick -------------------------------- Name: Meredith J. Koslick Title: Assistant Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement WINGED FOOT FUNDING TRUST, AS A LENDER By: /s/ Meredith J. Koslick -------------------------------- Name: Meredith J. Koslick Title: Assistant Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Venture CDO 2002, Limited, AS A LENDER By its investment advisor, MJX Asset Management, LLC. By: /s/ Ken Ostmann --------------------------- Name: Ken Ostmann Title: Director Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Venture II CDO 2002, Limited, AS A LENDER By its investment advisor, MJX Asset Management, LLC. By: /s/ Ken Ostmann --------------------------- Name: Ken Ostmann Title: Director Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Venture III CDO Limited, as a Lender By its investment advisor, MJX Asset Management, LLC. By: /s/ Ken Ostmann --------------------------- Name: Ken Ostmann Title: Director Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Venture IV CDO Limited, as a Lender By its investment advisor, MJX Asset Management, LLC. By: /s/ Ken Ostmann --------------------------- Name: Ken Ostmann Title: Director Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Vista Leveraged Income Fund, as a Lender By its investment advisor, MJX Asset Management, LLC. By: /s/ Ken Ostmann --------------------------- Name: Ken Ostmann Title: Director Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement The CIT Group/ Business Credit, AS A LENDER By: /s/ Julianne Low ------------------------------ Name: Julianne Low Title: AVP Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement GRAYSON & CO By: BOSTON MANAGEMENT AND RESEARCH AS INVESTMENT ADVISOR, AS A LENDER By: /s/ Michael B. Botthof ---------------------------------- Name: Michael B. Botthof Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement SENIOR DEBT PORTFOLIO By: Boston Management and Research as Investment Advisor, AS A LENDER By: /s/ Michael B. Botthof ---------------------------------- Name: Michael B. Botthof Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement EATON VANCE SENIOR INCOME TRUST BY: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR, AS A LENDER By: /s/ Michael B. Botthof ---------------------------------- Name: Michael B. Botthof Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement EATON VANCE SENIOR FLOATING-RATE TRUST By: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR, AS A LENDER By: /s/ Michael B. Botthof ---------------------------------- Name: Michael B. Botthof Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement EATON VANCE FLOATING-RATE INCOME TRUST BY: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR, AS A LENDER By: /s/ Michael B. Botthof ---------------------------------- Name: Michael B. Botthof Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement EATON VANCE LIMITED DURATION INCOME FUND BY: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR, AS A LENDER By: /s/ Michael B. Botthof ---------------------------------- Name: Michael B. Botthof Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement EATON VANCE SHORT DURATION DIVERSIFIED INCOME FUND BY: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR, AS A LENDER By: /s/ Michael B. Botthof ---------------------------------- Name: Michael B. Botthof Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement EATON VANCE INSTITUTIONAL SENIOR LOAN FUND BY: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR, AS A LENDER By: /s/ Michael B. Botthof ---------------------------------- Name: Michael B. Botthof Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement TOLLI & CO. BY: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR, AS A LENDER By: /s/ Michael B. Botthof ---------------------- Name: Michael B. Botthof Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement EATON VANCE CDO VI LTD. BY: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR, AS A LENDER By: /s/ Michael B. Botthof ---------------------- Name: Michael B. Botthof Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement COSTANTINUS EATON VANCE CDO V, LTD. BY: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR, AS A LENDER By: /s/ Michael B. Botthof ---------------------- Name: Michael B. Botthof Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement HARBOUR TOWN FUNDING LLC., AS A LENDER By: /s/ Meredith J. Koslick ------------------------- Name: Meredith J. Koslick Title: Assistant Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement L. A. FUNDING LLC., AS A LENDER By: /s/ Meredith J. Koslick ------------------------- Name: Meredith J. Koslick Title: Assistant Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement NATEXI'S BANQUES POPULAIRES, AS A LENDER By: /s/ Jose M. Cerezo ---------------------- Name: JOSE M. CEREZO Title: VICE PRESIDENT /s/ Horold Birk ----------------- HOROLD BIRK VICE PRESIDENT Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement UBS AG, STAMFORD BRANCH, AS A LENDER By: /s/ ----------------------- Name: Title: Director Banking Products Services, US By: /s/ ----------------------- Associate Director Banking Products Services, US Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement AVENUE CLO FUND, LTD., AS A LENDER By: /s/ Richard D'Addario ------------------------------- Name: RICHARD D'ADDARIO Title: SENIOR PORTFOLIO MANAGER Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement CANADIAN IMPERIAL, AS A LENDER BANK OF COMMERCE By: /s/ Linda A. Wallace ---------------------- Name: LINDA A. WALLACE Title: AUTHORIZED SIGNATORY By: /s/ Milena Grgic ---------------------- Name: MILENA GRGIC Title: Authorized Signatory Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Canyon Capital CDO 2002-1 Ltd., as a Lender By: /s/ Joshua S. Friedman ---------------------- Name: Joshua S. Friedman Title: Managing Director By: Canyon Capital Advisors LLC, a Delaware limited liability company, its Collateral Manager. Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Canyon Capital CLO 2004-1 Ltd., as a Lender By: /s/ Joshua S. Friedman ---------------------- Name: Joshua S. Friedman Title: Managing Director By: Canyon Capital Advisors LLC, a Delaware limited liability company, its Collateral Manager. Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement WIND RIVER CLO I LTD. By: McDonnell Investment Management, LLC, as Manager By: /s/ Kathleen A. Zarn ---------------------- Name: Kathleen A. Zarn Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement WIND RIVER CLO II LTD. By: McDonnell Investment Management, LLC, as Manager By: /s/ Kathleen A. Zarn ---------------------- Name: Kathleen A. Zarn Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement MERRILL LYNCH CAPITAL, A DIVISION OF MERRILL LYNCH BUSINESS FINANCIAL SERVICES INC., AS A LENDER By: /s/ Edward Shuster -------------------- Name: Edward Shuster Title: Assistant Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement MORGAN STANLEY SENIOR FUNDING, INC., AS A LENDER By: /s/ James Morgan --------------------- Name: JAMES MORGAN Title: VICE PRESIDENT Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Sankaty Advisors, LLC as Collateral Manager for Castle Hill II - INGOTS, Ltd., AS A LENDER By: /s/ Diane J. Exter --------------------- Name: DIANE J. EXTER Title: MANAGING DIRECTOR PORTFOLIO MANAGER Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Sankaty Advisors, LLC as Collateral Manager for Prospect Funding I, LLC., AS A LENDER By: /s/ Diane J. Exter --------------------- Name: DIANE J. EXTER Title: MANAGING DIRECTOR PORTFOLIO MANAGER Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Sankaty Advisors, LLC as Collateral Manager for Race Point CLO, Limited, AS A LENDER By: /s/ Diane J. Exter --------------------- Name: DIANE J. EXTER Title: MANAGING DIRECTOR PORTFOLIO MANAGER Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Sankaty High Yield Partners III, L.P., AS A LENDER By: /s/ Diane J. Exter --------------------- Name: DIANE J. EXTER Title: MANAGING DIRECTOR PORTFOLIO MANAGER Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Sankaty Advisors, LLC as Collateral Manager for AVERY POINT CLO, LTD., AS A LENDER By: /s/ Diane J. Exter --------------------- Name: DIANE J. EXTER Title: MANAGING DIRECTOR PORTFOLIO MANAGER Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Sankaty Advisors, LLC as Collateral Manager for Loan Funding XI LLC, AS A LENDER By: /s/ Diane J. Exter ------------------------ Name: DIANE J. EXTER Title: MANAGING DIRECTOR PORTFOLIO MANAGER Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Sankaty Advisors, LLC as Collateral Manager for CASTLE HILL I - INGOTS, LTD., AS A LENDER By: /s/ Diane J. Exter ------------------------- Name: DIANE J. EXTER Title: MANAGING DIRECTOR PORTFOLIO MANAGER Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Gleneagles CLO, Ltd. By: Highland Capital Management, L.P As Collateral Manager, AS A LENDER By: /s/ Todd A. Travers ---------------------------------------- Name: Todd A. Travers Title: Assistant Secretary Highland Capital Management, L.P. Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement FIRST TRUST/HIGHLAND FLOATING RATE INCOME FUND BY: HIGHLAND CAPITAL MANAGEMENT, L.P. ITS INVESTMENT SUB-ADVISOR, AS A LENDER By: /s/ Todd A. Travers ---------------------------------------- Name: Todd A. Travers Title: Assistant Secretary Highland Capital Management, L.P. Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement HIGHLAND LEGACY LIMITED By: Highland Capital Management, L.P. as Collateral Manager, AS A LENDER By: /s/ Todd A. Travers ---------------------------------------- Name: Todd A. Travers Title: Assistant Secretary Highland Capital Management, L.P. Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Southfork CLO, Ltd. By: Highland Capital Management, L.P. As Collateral Manager, AS A LENDER By: /s/ Todd A. Travers --------------------------------------- Name: Todd A. Travers Title: Assistant Secretary Highland Capital Management, L.P. Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement HIGHLAND FLOATING RATE ADVANTAGE FUND By: Highland Capital Management, L.P. As Investment Advisor, AS A LENDER By: /s/ Todd A. Travers ---------------------------------------- Name: Todd A. Travers Title: Assistant Secretary Highland Capital Management, L.P. Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Nationwide Life Insurance Company, AS A LENDER By: /s/ Thomas S. Leggett --------------------- Name: THOMAS S. LEGGETT Title: ASSOCIATE VICE PRESIDENT PUBLIC BONDS Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Nationwide Mutual Insurance Company, AS A LENDER By: /s/ Thomas S. Leggett ------------------------------- Name: THOMAS S. LEGGETT Title: ASSOCIATE VICE PRESIDENT PUBLIC BONDS Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement OPPENHEIMER SENIOR FLOATING RATE FUND, AS A LENDER By: /s/ David Foxhoven --------------------- Name: David Foxhoven Title: Vice President Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement GENERAL ELECTRIC CAPITAL CORPORATION, AS A LENDER By: /s/ Donna H. Evans -------------------------------- Name: DONNA H. EVANS Title: DULY AUTHORIZED SIGNATORY Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement WACHOVIA CAPITAL FINANCE (CENTRAL), AS A LENDER By: /s/ --------------------- Name: Title: VICE PRESIDENT Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Carlyle High Yield Partners, L.P., AS A LENDER By: /s/ Linda Pace ------------------------- Name: LINDA PACE Title: MANAGING DIRECTOR Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Carlyle High Yield Partners IV, Ltd., AS A LENDER By: /s/ Linda Pace -------------------------- Name: LINDA PACE Title: MANAGING DIRECTOR Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Carlyle Loan Opportunity Fund, AS A LENDER By: /s/ Linda Pace -------------------------- Name: LINDA PACE Title: MANAGING DIRECTOR Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Carlyle High Yield Partners VI, Ltd., AS A LENDER By: /s/ Linda Pace -------------------------- Name: LINDA PACE Title: MANAGING DIRECTOR Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement Carlyle Loan Investment, Ltd., AS A LENDER By: /s/ Linda Pace -------------------------- Name: LINDA PACE Title: MANAGING DIRECTOR Signature Page to Fourth Amendment to Revolving Credit, Term Loan and Guaranty Agreement