Delaware
|
001-36097
|
38-3910250
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification No.)
|
☐
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
☐
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
☐
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Exhibit
No.
|
Description of Exhibit
|
|
Seventh Amendment to Credit Agreement, dated as of July 14, 2017, among New Media Holdings I LLC, New Media Holdings II LLC, the loan parties party thereto, the several banks and other financial institutions party thereto and Citizens Bank of Pennsylvania, as administrative agent.
|
NEW MEDIA INVESTMENT GROUP INC.
|
||
Date: July 18, 2017
|
By:
|
/s/ Cameron D. MacDougall
|
Cameron D. MacDougall
|
||
Secretary
|
BORROWER
:
|
NEW MEDIA HOLDINGS II LLC
|
|
By:
|
/s/ Gregory W. Freiberg
|
|
Name:
|
Gregory W. Freiberg
|
|
Title:
|
Chief Financial Officer
|
GUARANTORS
:
|
NEW MEDIA HOLDINGS I LLC
|
|
By:
|
/s/ Gregory W. Freiberg
|
|
Name:
|
Gregory W. Freiberg
|
|
Title:
|
Chief Financial Officer
|
|
LOCAL MEDIA GROUP HOLDINGS LLC
|
||
LOCAL MEDIA GROUP, INC.
|
||
SEACOAST NEWSPAPERS, INC.
|
||
LMG MASSACHUSETTS, INC.
|
||
THE INQUIRER AND MIRROR, INC.
|
||
THE MAIL TRIBUNE, INC.
|
||
LMG NATIONAL PUBLISHING, INC.
|
||
THE NICKEL OF MEDFORD, INC.
|
||
LMG STOCKTON, INC.
|
||
By:
|
/s/ Gregory W. Freiberg
|
|
Name:
|
Gregory W. Freiberg
|
|
Title:
|
Chief Financial Officer
|
COPLEY OHIO NEWSPAPERS, INC.
|
GATEHOUSE MEDIA MICHIGAN HOLDINGS, INC.
|
|
ENHE ACQUISITION, LLC
|
GATEHOUSE MEDIA MINNESOTA HOLDINGS, INC.
|
|
ENTERPRISE NEWSMEDIA HOLDING, LLC
|
GATEHOUSE MEDIA MISSOURI HOLDINGS II, INC.
|
|
ENTERPRISE NEWSMEDIA, LLC
|
GATEHOUSE MEDIA MISSOURI HOLDINGS, INC.
|
|
ENTERPRISE PUBLISHING COMPANY, LLC
|
GATEHOUSE MEDIA MASSACHUSETTS I, INC.
|
|
GATEHOUSE MEDIA ARKANSAS HOLDINGS, INC.
|
GATEHOUSE MEDIA MASSACHUSETTS II, INC.
|
|
GATEHOUSE MEDIA CALIFORNIA HOLDINGS, INC.
|
GATEHOUSE MEDIA NEBRASKA HOLDINGS, INC.
|
|
GATEHOUSE MEDIA COLORADO HOLDINGS, INC.
|
GATEHOUSE MEDIA VIRGINIA HOLDINGS, INC.
|
|
GATEHOUSE MEDIA CONNECTICUT HOLDINGS, INC.
|
GATEHOUSE MEDIA NEW YORK HOLDINGS, INC.
|
|
GATEHOUSE MEDIA CORNING HOLDINGS, INC.
|
GATEHOUSE MEDIA NORTH DAKOTA HOLDINGS, INC.
|
|
GATEHOUSE MEDIA DELAWARE HOLDINGS, INC.
|
GATEHOUSE MEDIA OHIO HOLDINGS, INC.
|
|
GATEHOUSE MEDIA DIRECTORIES HOLDINGS, INC.
|
GATEHOUSE MEDIA OKLAHOMA HOLDINGS, INC.
|
|
GATEHOUSE MEDIA FLORIDA HOLDINGS, INC.
|
GATEHOUSE MEDIA OPERATING, LLC
|
|
GATEHOUSE MEDIA FREEPORT HOLDINGS, INC.
|
GATEHOUSE MEDIA PENNSYLVANIA HOLDINGS, INC.
|
|
GATEHOUSE MEDIA HOLDCO, LLC
|
GATEHOUSE MEDIA SUBURBAN NEWSPAPERS, INC.
|
|
GATEHOUSE MEDIA ILLINOIS HOLDINGS II, INC.
|
GATEHOUSE MEDIA TENNESSEE HOLDINGS, INC.
|
|
GATEHOUSE MEDIA ILLINOIS HOLDINGS, INC.
|
GATEHOUSE MEDIA TEXAS HOLDINGS, INC.
|
|
GATEHOUSE MEDIA INTERMEDIATE HOLDCO, LLC
|
UPCURVE, INC.
|
|
GATEHOUSE MEDIA IOWA HOLDINGS, INC.
|
GATEHOUSE MEDIA, LLC
|
|
GATEHOUSE MEDIA KANSAS HOLDINGS II, INC.
|
GEORGE W. PRESCOTT PUBLISHING COMPANY, LLC
|
|
GATEHOUSE MEDIA KANSAS HOLDINGS, INC.
|
LIBERTY SMC, L.L.C.
|
|
GATEHOUSE MEDIA LANSING PRINTING, INC.
|
LOW REALTY, LLC
|
|
GATEHOUSE MEDIA LOUISIANA HOLDINGS, INC.
|
LRT FOUR HUNDRED, LLC
|
|
GATEHOUSE MEDIA MANAGEMENT SERVICES, INC.
|
MINERAL DAILY NEWS TRIBUNE, INC.
|
|
GATEHOUSE MEDIA MICHIGAN HOLDINGS II, INC.
|
NEWS LEADER, INC.
|
|
SUREWEST DIRECTORIES
|
||
TERRY NEWSPAPERS, INC.
|
||
THE PEORIA JOURNAL STAR, INC.
|
||
By:
|
/s/ Gregory W. Freiberg
|
|
Name:
|
Gregory W. Freiberg
|
|
Title:
|
Chief Financial Officer
|
GATEHOUSE MEDIA TEXAS HOLDINGS II, INC.
|
BRIDGETOWER MEDIA, LLC
|
|
LMG RHODE ISLAND HOLDINGS, INC.
|
THE NWS COMPANY, LLC
|
|
LMG MAINE HOLDINGS, INC.
|
LONG ISLAND BUSINESS NEWS, LLC
|
|
CUMMINGS ACQUISITION, INC.
|
NEW ORLEANS PUBLISHING GROUP, L.L.C.
|
|
CA DAYTONA HOLDINGS, INC.
|
NOPG, L.L.C.
|
|
CA ALABAMA HOLDINGS, INC.
|
LAWYER’S WEEKLY, LLC
|
|
CA FLORIDA HOLDINGS, INC.
|
THE DAILY RECORD COMPANY, LLC
|
|
CA SOUTH CAROLINA HOLDINGS, INC.
|
IDAHO BUSINESS REVIEW, LLC
|
|
CA NORTH CAROLINA HOLDINGS, INC.
|
THE JOURNAL RECORD PUBLISHING CO., LLC
|
|
CA LOUISIANA HOLDINGS, INC.
|
BRIDGETOWER MEDIA DLN, LLC
|
|
CA MASSACHUSETTS HOLDINGS, INC.
|
DAILY JOURNAL OF COMMERCE, INC.
|
|
DB ACQUISITION, INC.
|
DAILY REPORTER PUBLISHING COMPANY
|
|
DB ARKANSAS HOLDINGS, INC.
|
BRIDGETOWER MEDIA HOLDING COMPANY
|
|
DB IOWA HOLDINGS, INC.
|
ARIZONA NEWS SERVICE, LLC
|
|
DB NORTH CAROLINA HOLDINGS, INC.
|
MISSOURI LAWYERS MEDIA, LLC
|
|
DB OKLAHOMA HOLDINGS, INC.
|
FINANCE AND COMMERCE, INC.
|
|
DB TENNESSEE HOLDINGS, INC.
|
CONVERSION INNOVATIONS, INC.
|
|
DB TEXAS HOLDINGS, INC.
|
CYBERINK, LLC
|
|
DB WASHINGTON HOLDINGS, INC.
|
VIWO LLC | |
ADUS, INC.
|
||
GATEHOUSE MEDIA OHIO HOLDINGS II, INC.
|
||
DOLCO ACQUISITION, LLC
|
||
By: | /s/ Gregory W. Freiberg | |
Name: | Gregory W. Freiberg | |
Title: | Chief Financial Officer |
ADMINISTRATIVE AGENT
:
|
CITIZENS BANK OF PENNSYLVANIA, as Administrative Agent
|
|
By:
|
/s/ Drew Galloway
|
|
Name:
|
Drew Galloway
|
|
Title:
|
Authorized Signatory
|
TERM
LOAN
|
||
LENDERS
:
|
CITIZENS BANK OF PENNSYLVANIA, as an Extending
|
|
Term Loan Lender
|
||
By:
|
/s/ Drew Galloway
|
|
Name:
|
Drew Galloway
|
|
Title:
|
Authorized Signatory
|
MCC JV SPV FUNDING I LLC
|
||
a Delaware limited liability company
|
||
By: MCC SENIOR LOAN STRATEGY JV I LLC,
|
||
a Delaware limited liability company
|
||
its Designated Manager
|
||
By:
|
/s/ Richard T. Allorto, Jr.
|
|
Name:
|
Richard T. Allorto, Jr.
|
|
Title
|
Authorized Person
|
ALPINE FUNDING LLC
|
||
a Delaware limited liability company
|
||
By: SIC Advisors LLC,
|
||
a Delaware limited liability company
|
||
its Designated Manager
|
||
By:
|
/s/ Christopher M. Mathieu
|
|
Name:
|
Christopher M. Mathieu
|
|
Title
|
Treasurer
|
TERM LOAN
|
||
LENDERS
:
|
Halcyon Loan Advisors Funding 2013-1 Ltd.
, as an
|
|
Extending Term Loan Lender
|
||
By:
|
/s/ David Martino
|
|
Name:
|
David Martino
|
|
Title:
|
Controller
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Halcyon Loan Advisors Funding 2013-2 LTD.
, as an
|
|
Extending Term Loan Lender
|
||
By:
|
/s/ David Martino
|
|
Name:
|
David Martino
|
|
Title:
|
Controller
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Halcyon Loan Advisors Funding 2014-1 Ltd.
, as an
|
|
Extending Term Loan Lender
|
||
By: Halcyon Loan Advisors 2014-1 LLC as collateral manager
|
||
By:
|
/s/ David Martino
|
|
Name:
|
David Martino
|
|
Title:
|
Controller
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Halcyon Loan Advisors Funding 2014-2 Ltd.
, as an
|
|
Extending Term Loan Lender
|
||
By: Halcyon Loan Advisors 2014-2 LLC as collateral manager
|
||
By:
|
/s/ David Martino
|
|
Name:
|
David Martino
|
|
Title:
|
Controller
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Halcyon Loan Advisors Funding 2014-3 Ltd.
, as an
|
|
Extending Term Loan Lender
|
||
By: Halcyon Loan Advisors 2014-3 LLC as Collateral Manager
|
||
By:
|
/s/ David Martino
|
|
Name:
|
David Martino
|
|
Title:
|
Controller
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Halcyon Loan Advisors Funding 2015-1 Ltd
, as an
|
|
Extending Term Loan Lender
|
||
By: Halcyon Loan Advisors 2015-1 LLC as Collateral Manager
|
||
By:
|
/s/ David Martino
|
|
Name:
|
David Martino
|
|
Title:
|
Controller
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Halcyon Loan Advisors Funding 2015-2 Ltd.
, as an
|
|
Extending Term Loan Lender
|
||
By:
|
/s/ David Martino
|
|
Name:
|
David Martino
|
|
Title:
|
Controller
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Halcyon Loan Advisors Funding 2015-3 Ltd
, as an
|
|
Extending Term Loan Lender
|
||
By: Halcyon Loan Advisors 2015-3 LLC as Collateral Manager
|
||
By:
|
/s/ David Martino
|
|
Name:
|
David Martino
|
|
Title:
|
Controller
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Halcyon Senior Loan Fund I Master LP
, as an
|
|
Extending Term Loan Lender
|
||
BY: Halcyon Loan Investment Management LLC as Investment Manager
|
||
By:
|
/s/ David Martino
|
|
Name:
|
David Martino
|
|
Title:
|
Controller
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Halcyon Dynamic Credit Fund II LP
, as an Extending
|
|
Term Loan Lender
|
||
BY: Halcyon Loan Investment Management LLC, its Investment Manager
|
||
By:
|
/s/ David Martino
|
|
Name:
|
David Martino
|
|
Title:
|
Controller
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
HMS FUNDING I LLC, as an Existing Term Loan Lender
|
|
By:
|
HMS Income Fund, Inc.
|
|
Its Designated Manager
|
||
By:
|
/s/ Alejandro Palomo
|
|
Name:
|
Alejandro Palomo
|
|
Title:
|
Authorized Agent
|
TERM LOAN
|
||
LENDERS
:
|
I-45 SLF LLC, as an Extending Term Loan Lender
|
|
By:
|
/s/ Nick Meserve
|
|
Name:
|
Nick Meserve
|
|
Title:
|
Manager
|
TERM LOAN
|
||
LENDERS
:
|
I-45 SPV LLC, as an Extending Term Loan Lender
|
|
By:
|
/s/ Nick Meserve
|
|
Name:
|
Nick Meserve
|
|
Title:
|
Manager
|
TERM LOAN
|
||
LENDERS
:
|
LBC III WF FUNDING, LLC, as an Extending Term Loan Lender
|
|
By:
|
/s/ Christopher J. Calabrese
|
|
Name:
|
Christopher J. Calabrese
|
|
Title:
|
Executive Manager
|
|
LBC III KB FUNDING, LLC, as an Extending Term Loan Lender
|
||
By:
|
/s/ Christopher J. Calabrese
|
|
Name:
|
Christopher J. Calabrese
|
|
Title:
|
Executive Manager
|
|
LBC III JC FUNDING, LLC, as an Extending Term Loan Lender
|
||
By:
|
/s/ Christopher J. Calabrese
|
|
Name:
|
Christopher J. Calabrese
|
|
Title:
|
Executive Manager
|
TERM LOAN
|
||
LENDERS
:
|
MAIN STREET CAPITAL CORPORATION, as an Extending Term Loan Lender
|
|
By:
|
/s/ Nick Meserve
|
|
Name:
|
Nick Meserve
|
|
Title:
|
Managing Director
|
TERM LOAN
|
||
LENDERS
:
|
MAM CORPORATE LOAN ICAV
, as an Extending
|
|
Term Loan Lender
|
||
By: MARATHON ASSET MANAGEMENT, L.P.
|
||
Its Investment Manager
|
||
By:
|
/s/ Louis Hanover
|
|
Name:
|
Louis Hanover
|
|
Title:
|
Authorized Signatory
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
MARATHON CLO IX LTD. , as an Extending Term | |
Loan Lender
|
||
By: MARATHON ASSET MANAGEMENT, L.P.
|
||
as Portfolio Manager
|
||
By:
|
/s/ Louis Hanover
|
|
Name:
|
Louis Hanover
|
|
Title:
|
Authorized Signatory
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Marathon CLO VI Ltd.
, as an Extending Term Loan
|
|
Lender
|
||
By:
|
/s/ Louis Hanover
|
|
Name:
|
Louis Hanover
|
|
Title:
|
Authorized Signatory
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
MARATHON CLO VII LTD.
, as an Extending Term
|
|
Loan Lender
|
||
By:
|
/s/ Louis Hanover
|
|
Name:
|
Louis Hanover
|
|
Title:
|
Authorized Signatory
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Marathon CLO VIII Ltd.
, as an Extending Term Loan
|
|
Lender
|
||
By:
|
/s/ Louis Hanover
|
|
Name:
|
Louis Hanover
|
|
Title:
|
Authorized Signatory
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
SIC JV SPV FUNDING I LLC
|
|
a Delaware limited liability company
|
||
By: SIERRA SENIOR LOAN STRATEGY JV I
|
||
LLC,
|
||
|
a Delaware limited liability company,
|
|
It Designated Manager
|
||
By:
|
/s/ Christopher M. Mathieu
|
|
Name:
|
Christopher M. Mathieu
|
|
Title:
|
Authorized Person
|
TERM LOAN
|
||
LENDERS
:
|
Swiss Capital Pro Loan V
, as an Extending Term Loan
|
|
Lender
|
||
By:
|
/s/ David Martino
|
|
Name:
|
David Martino
|
|
Title:
|
Controller
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Saratoga Investment Corp. CLO 2013-1, Ltd.
, as an
|
|
Extending Term Loan Lender
|
||
By:
|
/s/ Pavel Antonov
|
|
Name:
|
Pavel Antonov
|
|
Title:
|
Attorney in Fact
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Peaks CLO 2, Ltd
, as an Extending Term Loan Lender
|
|
By: 325 Fillmore LLC
|
||
As Collateral Manager
|
||
By:
|
/s/ Sanjai Bhonsle
|
|
Name:
|
Sanjai Bhonsle
|
|
Title:
|
Portfolio Manager
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Peaks CLO I, Ltd.
, as an Extending Term Loan Lender
|
|
By: Arrowpoint Asset Management, LLC as Manager
|
||
By:
|
/s/ Sanjai Bhonsle
|
|
Name:
|
Sanjai Bhonsle
|
|
Title:
|
Portfolio Manager
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
QUAMVIS SCA SICAV-FIS: CMAB - SIF - Credit
|
|
Multi Asset Pool B
, as an Extending Term Loan
|
||
Lender
|
||
By: Marathon Asset Management, L.P.
|
||
Its: Sub-Investment Manager
|
||
By:
|
/s/ Louis Hanover
|
|
Name:
|
Louis Hanover
|
|
Title:
|
Authorized Signatory
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Swiss Capital Pro Loan VI PLC
, as an Extending Term
|
|
Loan Lender
|
||
By:
|
/s/ David Martino
|
|
Name:
|
David Martino
|
|
Title:
|
Controller
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Swiss Capital Pro Loan VIII PLC
, as an Extending
|
|
Term Loan Lender
|
||
By:
|
/s/ David Martino
|
|
Name:
|
David Martino
|
|
Title:
|
Controller
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
VC4 DEBT INVESTMENTS (U.S.), L.L.C, as an
|
|
Extending Term Loan Lender
|
||
By:
|
/s/ Jim Murray
|
|
Name:
|
Jim Murray
|
|
Title:
|
CFO
|
TERM LOAN
|
||
LENDERS
:
|
WebBank, as an Extending Term Loan Lender
|
|
By:
|
/s/ John H. McNamara
|
|
Name:
|
John H. McNamara
|
|
Title:
|
Executive Chairman
|
TERM LOAN
|
||
LENDERS
:
|
ZAIS CLO 1, Limited
, as an Extending Term Loan
|
|
Lender
|
||
ZAIS CLO 1, Limited
|
||
By:
|
/s/ Vincent Ingato
|
|
Name:
|
Vincent Ingato
|
|
Title:
|
Managing Director
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
ZAIS CLO 2, Limited
, as an Extending Term Loan
|
|
Lender
|
||
ZAIS CLO 2, Limited
|
||
By:
|
/s/ Vincent Ingato
|
|
Name:
|
Vincent Ingato
|
|
Title:
|
Managing Director
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
ZAIS CLO 3, Limited
, as an Extending Term Loan
|
|
Lender
|
||
ZAIS CLO 3, Limited
|
||
By:
|
/s/ Vincent Ingato
|
|
Name:
|
Vincent Ingato
|
|
Title:
|
Managing Director
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
ZAIS CLO 5, Limited
, as an Extending Term Loan
|
|
Lender
|
||
By Zais Leveraged Loan Master Manager, LLC its
|
||
collateral manager
|
||
By: Zais Group, LLC, its sole member
|
||
By:
|
/s/ Vincent Ingato
|
|
Name:
|
Vincent Ingato
|
|
Title:
|
Managing Director
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
ZAIS CLO 6, Limited
, as an Extending Term Loan
|
|
Lender
|
||
By Zais Leveraged Loan Master Manager, LLC its
|
||
collateral manager
|
||
By: Zais Group, LLC, its sole member
|
||
By:
|
/s/ Vincent Ingato
|
|
Name:
|
Vincent Ingato
|
|
Title:
|
Managing Director
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
Franklin Mutual Series Funds — Franklin Mutual Quest
|
|
Fund, as an Extending Term Loan Lender
|
||
By: Franklin Mutual Advisers, LLC Its Investment
|
||
Manager
|
||
By:
|
/s/ Peter Langerman
|
|
Name:
|
Peter Langerman
|
|
Title:
|
President and CEO
|
TERM LOAN
|
||
LENDERS
:
|
Elevation CLO 2016-5, Ltd.
, as an Extending Term
|
|
Loan Lender
|
||
By: Arrowpoint Asset Management, LLC
|
||
As Collateral Manager
|
||
By:
|
/s/ Sanjai Bhonsle
|
|
Name:
|
Sanjai Bhonsle
|
|
Title:
|
Portfolio Manager
|
|
By:
|
||
Name:
|
||
Title:
|
TERM LOAN
|
||
LENDERS
:
|
BOWERY FUNDING ULC
, as an Extending Term
|
|
Loan Lender
|
||
By:
|
/s/ Madonna Sequeira
|
|
Name:
|
Madonna Sequeira
|
|
Title:
|
Authorized Signatory
|
|
By:
|
||
Name:
|
||
Title:
|
REVOLVING CREDIT
|
||
LENDERS
:
|
CITIZENS BANK OF PENSYLVANIA, as a Revolving
|
|
Credit Lender
|
||
By:
|
/s/ Drew Galloway
|
|
Name:
|
Drew Galloway
|
|
Title:
|
Authorized Signatory
|
REVOLVING CREDIT
|
||
LENDERS
:
|
CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH,
|
|
as a Revolving Credit Lender
|
||
By:
|
/s/ Vipul Dhadda
|
|
Name:
|
Vipul Dhadda
|
|
Title:
|
Authorized Signatory
|
|
By:
|
/s/ Karim Rahimtoola
|
|
Name:
|
Karim Rahimtoola
|
|
Title:
|
Authorized Signatory
|
REVOLVING CREDIT
|
||
LENDERS
:
|
HSBC BANK USA, NATIONAL ASSOCIATION, as a
|
|
Revolving Credit Lender
|
||
By:
|
/s/ Alberto Q. Uy
|
|
Name:
|
Alberto Q. Uy
|
|
Title:
|
Vice President
|
REVOLVING CREDIT
|
||
LENDERS
:
|
DEUTSCHE BANK AG NEW YORK BRANCH, as a
|
|
Revolving Credit Lender
|
||
By:
|
/s/ Marcus Tarkington
|
|
Name:
|
Marcus Tarkington
|
|
Title:
|
Director
|
|
By:
|
/s/ Dusan Lazarov
|
|
Name:
|
Dusan Lazarov
|
|
Title:
|
Director
|
INCREMENTAL TERM
|
||
LENDERS
:
|
CITIZENS BANK OF PENNSYLVANIA, as an Incremental Term Lender
|
|
By:
|
/s/ Drew Galloway
|
|
Name:
|
Drew Galloway
|
|
Title:
|
Authorized Signatory
|
Lender
|
2017 Incremental Term Commitment
|
Citizens Bank of Pennsylvania
|
$20,000,000
|
TOTAL:
|
$20,000,000
|