First Amendment

Exhibit 10.40

 

FIRST AMENDMENT

 

FIRST AMENDMENT (this “Amendment”), dated as of April 12,2006, among WILLIAMS SCOTSMAN INTERNATIONAL, INC. (formerly known asScotsman Holdings, Inc.), a Delaware corporation (“Holdings”),WILLIAMS SCOTSMAN, INC., a Maryland corporation (the “Borrower”),the Lenders from time to time party to the Credit Agreement referred to below,and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, togetherwith its successors in such capacity, the “Administrative Agent”), andas Issuing Lender. All capitalized terms used herein and not otherwise definedherein shall have the respective meanings provided such terms in the CreditAgreement referred to below.

 

W I T N E SS E T H:

 

WHEREAS, Holdings, the Borrower, the Lenders and the AdministrativeAgent are parties to an Amended and Restated Credit Agreement, dated as of June 28,2005 (the “Credit Agreement”);

 

WHEREAS, the parties hereto wish to amend the Credit Agreement on theterms and subject to the conditions contained herein;

 

NOW, THEREFORE, it is agreed:

 

I.                                         Amendmentsto Credit Agreement. Effective on the First Amendment Effective Date (asdefined in Part III, Section 5 of this Amendment, but subject to thelast sentence of such Section 5), the Credit Agreement is hereby amendedas follows:

 

1.                                       Thedefinition of “Adjusted Net Book Value Percentage” appearing in Section 1.1of the Credit Agreement is hereby amended by (i) deleting the percentage “70%”where used in such definition and substituting therefor the percentage “80%”and (ii) deleting the percentage “65%” where used in such definition andsubstituting therefor the percentage “75%” .

 

2.                                       Thedefinition of “Applicable Margin” appearing in Section 1.1 of the CreditAgreement is hereby amended by:

 

(i) adding at the end of the first sentence of such definitionimmediately before the period the text “and provided, further,that the Applicable Margin shall be based on Level 2 pricing (with no reductionbased upon the below Consolidated Leverage Ratio test) during the period fromthe First Amendment Effective Date until the adjustment date of the ApplicableMargin based upon Average Excess Availability for the fiscal quarter of theBorrower ending June 30, 2006”,

 

(ii) deleting the ratio “5.25:1.00” where used in such definitionand substituting therefor the ratio “4.50:1.00”,

 



 

(iii) deleting the ratio “4.50:1.00” where used in such definitionand substituting therefor the ratio “3.25:1.00”,

 

(iv) inserting the text “and provided that notwithstanding theforegoing in no event shall the Applicable Margin for Base Rate Loans bereduced to below zero” immediately after the text “(without giving effect toany reduction based upon clause (i) above” in clause (ii) of thefirst sentence of the second paragraph of such definition,

 

(v) adding the following sentences to the end of the secondparagraph of such definition:

 

The foregoingreductions to the Applicable Margins based upon the Consolidated Leverage Ratioshall be made without giving effect to any reduction based upon the nextsentence. In the event that (i) the Consolidated Leverage Ratio for theperiod of twelve consecutive fiscal months of the Borrower ending May 31,2006 (taken as one accounting period) is less than 4.50:1.00 (such ConsolidatedLeverage Ratio to be determined based on the delivery of a certificate signedby a Responsible Officer of the Borrower to the Administrative Agent (with acopy to be sent by the Administrative Agent to each Lender), within 30 days ofthe last day of the fiscal month of the Borrower ending May 31, 2006,which certificate shall set forth the calculation of the Consolidated LeverageRatio as at the last day of such twelve consecutive fiscal month period), theneach of the Applicable Margins set forth in the table above will be reduced by0.25% (without giving effect to any reduction based upon the second precedingsentence) and (ii) the Consolidated Leverage Ratio for such period oftwelve consecutive fiscal months of the Borrower (taken as one accountingperiod) is less than 3.25:1.00, determined as set forth in clause (i) aboveof this sentence, then each of the Applicable Margins set forth in the tableabove will be reduced by 0.50% (without giving effect to any reduction basedupon clause (i) above of this sentence or any reductions based upon thesecond preceding sentence and provided that notwithstanding the foregoing in noevent shall the Applicable Margin for Base Rate Loans be reduced to belowzero), in each case the reduction shall be for the period commencing on thedate five (5) Business Days after the date of delivery of the certificateof a Responsible Officer of the Borrower referred to in this sentence andending on the date five (5) Business Days after the date on which the nextcertificate of a Responsible Officer of the Borrower is delivered to theAdministrative Agent pursuant to the second preceding sentence, provided thatif no certificate has been delivered to the Administrative Agent pursuant tothe second preceding sentence within 45 days after the last day of the fiscalquarter of the Borrower ending June 30, 2006, the Applicable Margins setforth in the table above (without giving effect to any reduction based uponthis paragraph) shall be applicable.

 

(vi) adding at the end of such definition as a new sentence thetext “For purposes of determining the Applicable Margin only, (i) AverageExcess Availability shall be calculated for each fiscal quarter of the Borrowercommencing on or after April 1, 2006 without giving effect to clauses (x)and (z) of the definition of Excess Availability and (ii) in the eventthat the

 

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Borrower shallissue any Indebtedness permitted under Section 8.3(o) during the fiscalquarter of the Borrower ending on June 30, 2006 or Holdings shall issueany equity during such fiscal period and, in either instance, the proceeds ofsuch issuance are used to prepay Revolving Loans, Average Excess Availabilityshall be calculated on a pro forma basis as if such issuance and prepayment hadoccurred on the first day of the calendar month in which such issuance occurs.”and

 

(vii) deleting the table contained therein and substitutingtherefor the following table:

 

Level

 

Average Excess Availability

 

Eurodollar Rate Loans

 

Base Rate Loans

 

Level 1

 

Greater than $250,000,000

 

1.75

%

0.25

%

 

 

 

 

 

 

 

 

Level 2

 

Equal to or less than $250,000,000 but greater than $100,000,000

 

2.00

%

0.50

%

 

 

 

 

 

 

 

 

Level 3

 

Equal to or less than $100,000,000

 

2.25

%

0.75

%

 

3.                                       Thedefinition of “Applicable Unused Line Fee Percentage” appearing in Section 1.1of the Credit Agreement is hereby amended by deleting the table containedtherein and substituting therefor the following table:

 

Level

 

Average Revolver Usage

 

Unused Line Fee

 

Level 1

 

Less than 50%

 

0.30

%

 

 

 

 

 

 

Level 2

 

Equal to or greater than 50%

 

0.25

%

 

4.                                       Thedefinition of “Change of Control” appearing in Section 1.1 of the CreditAgreement is hereby amended by (i) deleting the percentage “25%” in clause(c) of such definition and substituting therefor the percentage “20%”, (ii) deletingthe percentage “35%” in clause (d) of such definition and substitutingtherefor the percentage “25%” and (iii) inserting the text “or Section 8.3(o)”immediately after the text “Section 8.3(n)” in clause (f) of suchdefinition.

 

5.                                       Eachof the definitions of “Consolidated EBITDA” and “Consolidated Interest Expense”appearing in Section 1.1 of the Credit Agreement is hereby amended byinserting the text “or Section 8.3(o)” immediately after the text “Section 8.3(n)”where it appears in such definition.

 

6.                                       Thedefinition of “Excess Availability” appearing in Section 1.1 of the CreditAgreement is hereby amended by deleting clause (i)(z) thereof andsubstituting therefor the text “(z) the least of the maximum amount of RevolvingOutstandings that are permitted to be

 

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outstanding atsuch time pursuant to any of the Senior Secured Notes Indenture, the SeniorUnsecured Notes Indenture, any Refinancing Notes Indenture or any AdditionalUnsecured Indebtedness Agreement”.

 

7.                                       Thedefinition of “Holding Company Requirements” appearing in Section 1.1 ofthe Credit Agreement is hereby amended by (i) deleting the word “and” atthe end of clause (1)(vii) thereof and substituting therefor a comma, (ii) renumberingclause (1)(viii) thereof as clause (1)(ix) and deleting the text insuch clause “clauses (i) through (vii)” and substituting therefor the text“clauses (i) through (viii)” and (iii)adding the following clause (1)(viii) tosuch definition immediately after clause (1)(vii) thereof:

 

(viii) being aco-indemnitor and party with the Borrower and/or any Domestic Subsidiaries orCanadian Subsidiaries of the Borrower (other than the Unit Subsidiary) underperformance and surety bond agreements evidencing Indebtedness permitted under Section 8.3(f) and

 

8.                                       Thedefinition of “Maturity Date” appearing in Section 1.1 of the CreditAgreement is hereby amended by deleting the text “fifth anniversary of theEffective Date” and substituting therefor the text “fifth anniversary of theFirst Amendment Effective Date”.

 

9.                                       Section 1.1of the Credit Agreement is hereby further amended by inserting the followingnew definitions in the appropriate alphabetical order:

 

Additional Unsecured Indebtedness Documentsshall mean each Additional Unsecured Indebtedness Agreement and all otheragreements, documents and instruments executed and/or delivered in connectionwith any Additional Unsecured Indebtedness Agreement, including, withoutlimitation, any and all notes issued pursuant thereto or in connectiontherewith, in each case, as the same may be amended, modified orsupplemented from time to time in accordance with the terms hereof and thereof.

 

Additional Unsecured Indebtedness Agreementshall mean, with respect to any outstanding Indebtedness permitted under Section 8.3(o),the indenture or other agreement, document or instrument governing suchIndebtedness, as the same may be amended, modified or supplemented fromtime to time in accordance with the terms hereof and thereof.

 

First Amendment Effective Date shall have themeaning given to such term in the First Amendment, dated as of April 12,2006, to this Agreement.

 

Refinancing Notes Documents shall mean eachRefinancing Notes Indenture and all other agreements, documents and instrumentsexecuted and/or delivered in connection with any Refinancing Notes Indenture,including, without limitation, any and all notes issued pursuant thereto or inconnection therewith, in each case, as the same may be amended, modifiedor supplemented from time to time in accordance with the terms hereof andthereof.

 

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Refinancing Notes Indenture shall mean, withrespect to any outstanding Indebtedness permitted under Section 8.3(n),the indenture or other agreement, document or instrument governing suchIndebtedness, as the same may be amended, modified or supplemented fromtime to time in accordance with the terms hereof and thereof.

 

10.                                 Section 2.1(d) ofthe Credit Agreement is hereby amended by (i) deleting the text “at least$5,000,000 and in integral multiples of $1,000,000 in excess thereof” in clause(iii) thereof and substituting therefor the text “at least $5,000,000 andin integral multiples of $5,000,000 in excess thereof” and (ii) deletingthe amount “$150,000,000” in clause (iv) thereof and substitutingtherefor the amount “$250,000,000”.

 

11.                                 Section 2.1(e) ofthe Credit Agreement is hereby amended by inserting the text “, the RefinancingNotes Documents, the Additional Unsecured Indebtedness Documents” immediatelyafter the text “the Senior Secured Notes Documents” appearing in clause (iv) ofsaid section.

 

12.                                 Section 2.2(a) ofthe Credit Agreement is hereby amended by deleting clause (iii) thereofand substituting therefor the text “(iii) the least of the maximum amountof Revolving Outstandings that are permitted to be outstanding at such timepursuant to any of the Senior Secured Notes Indenture, the Senior UnsecuredNotes Indenture, any Refinancing Notes Indenture or any Additional UnsecuredIndebtedness Agreement”.

 

13.                                 Section 2.3(c) ofthe Credit Agreement is hereby amended by inserting the text “, any RefinancingNotes Indenture, any Additional Unsecured Indebtedness Agreement” immediatelyafter the text “the Senior Unsecured Notes Indenture” both times that itappears in clause (ii) of the second sentence of said section (priorto and within the parenthetical).

 

14.                                 Section 2.5(d) ofthe Credit Agreement is hereby amended by inserting the text “, any RefinancingNotes Indenture, any Additional Unsecured Indebtedness Agreement” immediatelyafter the text “the Senior Unsecured Notes Indenture” appearing in clause (i) ofthe proviso to said section.

 

15.                                 Section 2.5(i) ofthe Credit Agreement is hereby amended by inserting the following text at theend thereof immediately before the period:

 

; provided, that the Net Debt Proceeds of any incurrence by theBorrower of Indebtedness permitted under Section 8.3(o) may, at the optionof the Borrower upon written notice to the Administrative Agent received by theAdministrative Agent not less than two Business Day’s prior to the Borrower’sreceipt of such Net Debt Proceeds, be applied to prepay Revolving Loans(without any reduction to the Total Revolving Credit Commitments) in lieu ofthe aforesaid application to outstanding Term Loans

 

16.                                 Section 2.5(k)of the Credit Agreement is hereby amended by inserting the following text atthe end thereof immediately before the period:

 

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; provided, that the Applicable Equity Recapture Percentage ofthe Net Equity Proceeds of any common Public Equity Offering by Holdings orcommon Equity Issuance by the Borrower may, at the option of the Borrower uponwritten notice to the Administrative Agent received by the Administrative Agentnot less than two Business Day’s prior to Holdings’ or the Borrower’s, as thecase may be, receipt of such Net Equity Proceeds, be applied to prepayRevolving Loans (without any reduction to the Total Revolving CreditCommitments) in lieu of the aforesaid application to outstanding Term Loans

 

17.                                 Section 2.6(d) ofthe Credit Agreement is hereby amended by (i) inserting the text “butsubject to the next sentence” immediately after the text “to the extent allamounts referred to in preceding clauses (1) through (3), inclusive,have been paid in full” in clause fourth thereof, (ii) insertingthe text  “or amounts are held by theAdministrative Agent therefor as provided in the next sentence” immediately afterthe text “to the extent all amounts referred to in preceding clauses (1) through(4), inclusive, have been paid in full” in clause fifth thereof and (iii) insertingthe following sentence to the end of such section:

 

Unless so directed by the Borrower or unless an Event of Default hasoccurred and is continuing, the Administrative Agent shall not apply anyamounts which it receives under clause fourth of the preceding sentenceto the payment of Revolving Loans constituting Eurodollar Rate Loans, except onthe last date of the Interest Period applicable to any such Eurodollar RateLoan, and until applied to the payment of Obligations such amounts and earningsthereon shall (i) constitute Collateral for the payment of the Obligationsand (ii) be held in an investment account maintained at BofA and beinvested, at the direction and risk of the Borrower, in marketable directobligations issued or unconditionally guaranteed by the United StatesGovernment or issued by any agency thereof and backed by the full faith andcredit of the United States, in each case maturing within thirty (30) days fromthe date of acquisition thereof (with all interest earned thereon to constituteincome of the Borrower and not of the Administrative Agent or any Lender).

 

18.                                 Section 3.1(a)(ii) ofthe Credit Agreement is hereby amended by deleting clause (C) thereofand substituting therefor the text “(C) the least of the maximum amount ofRevolving Outstandings that are permitted to be outstanding at such timepursuant to any of the Senior Secured Notes Indenture, the Senior UnsecuredNotes Indenture, any Refinancing Notes Indenture or any Additional UnsecuredIndebtedness Agreement”.

 

19.                                 Section 6.3of the Credit Agreement is hereby amended by inserting the text “, anyRefinancing Notes Indenture, any Additional Unsecured Indebtedness Agreement”immediately after the text “the Senior Unsecured Notes Indenture” appearing inthe last sentence of said section.

 

20.                                 Section 6.24of the Credit Agreement is hereby amended by inserting the text “or anyIndebtedness permitted to be incurred under Section 8.3(n) or Section 8.3(o)”immediately after the text “the Senior Secured Notes” appearing in clause (a) ofsaid section.

 

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21.                                 Section 6.24of the Credit Agreement is hereby further amended by inserting the text “, eachRefinancing Notes Indenture” immediately after the text “the Senior UnsecuredNotes Indenture” appearing in clause (b) of said section.

 

22.                                 Section 6.24of the Credit Agreement is hereby further amended by inserting the text “andeach Refinancing Notes Indenture” immediately after the text “the SeniorUnsecured Notes Indenture” appearing in clause (c) of said section.

 

23.                                 Section 6.30of the Credit Agreement is hereby amended by inserting the following sentenceat the end of said section:

 

None of Holdings, the Borrower, or any of their respective Subsidiarieshave incurred or will incur (i) any Permitted Units Financing (as definedin the Refinancing Notes Indenture entered into on or about September 29,2005) under Section 4.09(b)(12) of such Refinancing Notes Indenture or (ii) ifany Refinancing Notes Indenture (other than the Refinancing Notes Indenturereferred to in clause (i) above) shall be in effect, any Permitted Units Financing(as defined in the Refinancing Notes Indenture referred to in clause (i) above)or any similar financing if such Permitted Units Financing or similar financingshall, by the terms of any such Refinancing Notes Indenture, reduce orotherwise limit or restrict the amount of financial accommodations that may beoutstanding hereunder at any one time or the amount of Obligations that may besecured by Liens.

 

24.                                 Section 7.14of the Credit Agreement is hereby amended by (i) inserting the text “or Section 8.3(o)”immediately after the text “Indebtedness permitted under Section 8.3(n)”in clause (ii) of the last sentence thereof and (ii) deletingthe text “Sections 8.3(d), (l) and (n)” in clause (ii) of  the last sentence thereof and substitutingtherefor the text “Sections 8.3(d), (l), (n) and (o)”.

 

25.                                 Section 7.17(a) ofthe Credit Agreement is hereby amended by (i) deleting the word “and”immediately before subclause (B) of clause (vi) thereof and (ii) insertingthe following text at the end of such subclause (B) immediately before thesemicolon:

 

and (C) in addition to theamount of proceeds of Revolving Loans permitted under clauses (A) and (B) above,the Borrower, directly or through any of the Borrower’s Wholly-Owned DomesticSubsidiaries, may use proceeds of Revolving Loans to pay the purchaseprice or any other amounts related to Permitted Acquisitions so longas (1) each such Permitted Acquisition is with respect only to theacquisition of assets located in the United States or of any Person that, as aresult of such acquisition, shall become a Wholly-Owned Domestic Subsidiary ofthe Borrower (and each of such Person’s Subsidiaries shall become aWholly-Owned Domestic Subsidiary of the Borrower) with no assets or businessoutside of the United States, both directly and indirectly through any of itsSubsidiaries (other than de minimus assets and business) and (2) (x) Average Excess Availability for the period of 60 consecutivedays ending on (and including) the day on which such Permitted Acquisition isconsummated,

 

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on a pro formabasis as if such Permitted Acquisition (and any Credit Events to occur inconnection therewith) had occurred on the first day of such 60 day period, isgreater than twenty percent (20%) of the sum of the Total Revolving CreditCommitments and aggregate TermLoan Outstandings of all Lenders, in each instance, on the last day of such 60 day period and (y) ExcessAvailability is greater than twenty percent (20%) of the sum of the TotalRevolving Credit Commitments andaggregate Term Loan Outstandings of all Lenders, in each instance, on the dateof consummation of such Permitted Acquisition after giving effect to suchPermitted Acquisition and any Credit Events in connection therewith

 

26.                                 Section 8.2(o)of the Credit Agreement is hereby amended by deleting the text “granted byHoldings and/or the Borrower” in such section and substituting thereforthe text “granted by Holdings, the Borrower and/or any of the Borrower’sDomestic Subsidiaries (other than the Unit Subsidiary) or Canadian Subsidiaries”.

 

27.                                 Section 8.3(f) ofthe Credit Agreement is hereby amended by (i) deleting the text “Indebtednessof the Borrower and/or Holdings” in such section and substituting thereforthe text “Indebtedness of the Borrower, Holdings and/or any of the Borrower’sDomestic Subsidiaries (other than the Unit Subsidiary) or Canadian Subsidiaries”,(ii) inserting the text “and including the obligations of Holdings asco-indemnitor with the Borrower and/or any of the Borrower’s DomesticSubsidiaries (other than the Unit Subsidiary) with respect thereto” at the endof the first parenthetical of such section before the close parenthesisand (iii) deleting the portion of such section commencing with the text“(i) $100,000,000 at any time outstanding” through but excluding thesemicolon at the end thereof and substituting therefor the text “$200,000,000at any time outstanding”.

 

28.                                 Section 8.3of the Credit Agreement is hereby further amended by (i) deleting the word“and” at the end of clause (m) thereof, (ii) deleting the text “clause (n)below” in clause (m) thereof and substituting therefor the text “clauses (n)and (o) below”, (iii) deleting the period at the end of clause (n)thereof and substituting therefor “; and”, (iv) deleting the text “InitialBorrowing Date” in clause (n)(ii) thereof and substituting therefor thetext “First Amendment Effective Date” and (v) adding the followingclause (o) thereto:

 

(o)                                 unsecuredIndebtedness of the Borrower having (i) no amortization of principal, (ii) ascheduled maturity date no earlier than 5 ½ years after the First AmendmentEffective Date, (iii) cash interest not to exceed 12 ½% per annum (in thecase of floating rate Indebtedness, based on the interest rate as of the dateof the original issuance thereof) and (iv) covenants and events of defaultcustomary for public high yield senior unsecured note offerings, the proceedsof which shall be used for the Borrower’s general corporate purposes permittedhereunder (including, without limitation, to repay Revolving Loans or torefinance prior Indebtedness permitted under this clause (o), in eachinstance in the case of refinancing prior Indebtedness permitted under thisclause (o), as provided in Section 8.13(i)(D)), and unsecured guaranteesthereof by Holdings and the Subsidiary Guarantors, provided that (i) theUnit Subsidiary’s guarantee of any

 

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such Indebtedness is subordinated on termssubstantially similar to the subordination of the Unit Subsidiary’s guaranteeof the Indebtedness of the Borrower under the Refinancing Notes Documentsissued on or about September 29, 2005, (ii) the aggregate principalamount thereof shall not exceed $150,000,000 (less the amount of principalrepayments thereof other than repayments constituting the refinancing thereofpermitted by Section 8.13(i)(D)) and (iii)  the Borrower may incurIndebtedness under this clause (o) in addition to the aggregate principalamount permitted to be incurred under clause (ii) above so long as(x) the Consolidated Leverage Ratio for the four consecutive fiscalquarter period of the Borrower (taken as one accounting period) most recentlyended prior to the date of the incurrence of such Indebtedness for whichFinancial Statements were required to be delivered pursuant to Section 7.1(a) or(b), on a pro forma basis as if such Indebtedness had beenincurred on the first day of such period, is less than 6.50:1.00 and(y) the aggregate principal amount thereof shall not exceed $150,000,000(less the amount of principal repayments thereof other than repaymentsconstituting the refinancing thereof permitted by Section 8.13(i)(D)).

 

29.                                 Section 8.4of the Credit Agreement is hereby amended by adding to the table containedtherein the fiscal year ending December 31, 2011 and the amount$185,000,000 to be set forth opposite such fiscal year.

 

30.                                 Section 8.5(t)of the Credit Agreement is hereby amended by inserting the text “, theRefinancing Notes Documents, the Additional Unsecured Indebtedness Documents”immediately after the text “the Senior Unsecured Notes Documents” appearing insaid section.

 

31.                                 Section 8.6(h) ofthe Credit Agreement is hereby amended by inserting the text “(other thanclause (a)(vi)(C) thereof)” immediately after the text “shall not exceedthe aggregate amount of proceeds of Revolving Loans permitted under Section 7.17”in clause (2) thereof.

 

32.                                 Section 8.13of the Credit Agreement is hereby amended by (i) inserting the text “or Section 8.3(o)”after the first usage of the text “Section 8.3(n)” in clause (i) ofsuch section and after each usage of the text “Section 8.3(n)” inclause (ii) of such section, (ii) deleting the word “and” beforesubclause (C) in clause (i) of such section and substituting acomma therefor and (iii) inserting the following text at the end of clause(i) of such section immediately before the semicolon:

 

and (D) the Borrower may refinanceany Indebtedness permitted under Section 8.3(o) with other Indebtednesspermitted under Section 8.3(o) or any equity or debt offering by Holdingsnot prohibited by this Credit Agreement; provided that  (x) AverageExcess Availability for the period of 60 consecutive days ending on (andincluding) the day on which such refinancing is consummated, on a pro formabasis as if such refinancing (and any Credit Events to occur in connectiontherewith) had occurred on the first day of such 60 day period, is greater thanor equal to $75,000,000, (y) Excess Availability is greater than $75,000,000on the date of such refinancing after giving effect to such refinancing and anyCredit

 

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Events in connection therewithand(z) no Default or Event of Default exists at the time of such refinancing orwould result therefrom

 

33.                                 Section 8.15of the Credit Agreement is hereby amended by deleting the text “and (n)” at theend of clause (iii) of such section and substituting therefor thetext “, (n) and (o)”.

 

34.                                 Section 8.16of the Credit Agreement is hereby amended by inserting the text “the investmentaccount described in the last sentence of Section 2.6(d),” immediatelyafter the text “ the Disbursement Account,” in clause (A)(i) thereof.

 

35.                                 Section 8.17of the Credit Agreement is hereby amended by inserting the text “the investmentaccount described in the last sentence of Section 2.6(d),” immediatelyafter the text “the Concentration Account,” contained therein.

 

36.                                 Section 8.20of the Credit Agreement is hereby amended by inserting the text “, anyRefinancing Notes Indenture, any Additional Unsecured Indebtedness Agreement”immediately after the text “the Senior Unsecured Notes Indenture” appearing inclauses (iii) and (iv) of said section.

 

37.                                 Section 11.6of the Credit Agreement is hereby amended by adding the following subsection (f) thereto:

 

(f)                                    Notwithstandinganything in this Section 11.6 to the contrary, (i) any assignmentintended to replace a Lender as contemplated by Section 11.6(d) may bereflected by an Assignment and Assumption Agreement or another assignmentagreement in form and substance satisfactory to the Administrative Agentand shall be effective (x) without the execution of the relevant assignmentagreement by the Replaced Lender (and such Replaced Lender shall nonetheless bebound thereby as if such Replaced Lender had executed such assignmentagreement) and (y) without the delivery of a written notice in the form ofExhibit Q-2 hereto, so long as in each instance the assignmentcontemplated thereby otherwise complies with the provisions of this Section 11.6,(ii) any payments to be made by a Replacement Lender to a Replaced Lenderunder this Section 11.6(d) shall, at the request of theAdministrative Agent, be made to the Administrative Agent on behalf of theReplaced Lender (and the Administrative Agent shall promptly remit such amountsto the Replaced Lender after such assignment becomes effective) and (iii) ifthe Borrower shall have issued one or more Notes to the Replaced Lender and theReplaced Lender shall fail to deliver such Notes to the Borrower or theAdministrative Agent on behalf of the Borrower within five Business Days afterthe assignment replacing such Replaced Lender is effective, then (x) such Notesshall be deemed cancelled (but the obligations evidenced thereby shall continueto be outstanding) and (y) upon the request of the Replacement Lender, theBorrower shall issue new Notes to the Replacement Lender to reflect the revisedCommitments and outstanding Loans of the Replacement Lender.

 

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II.                                     Undertakings.

 

1.                                       TheBorrower hereby agrees to execute and deliver, or cause to be executed anddelivered, to the Collateral Agent, within 30 Business Days of the request ofthe Collateral Agent, any and all amendments and modifications to the variousMortgages, in form and substance reasonably satisfactory to theAdministrative Agent and the Collateral Agent, as the Collateral Agent may requestin order to reflect the extension of the Maturity Date and other relevant modificationsto the Credit Agreement contemplated by this Amendment.

 

2.                                       Eachof Holdings and the Borrower shall take, and shall cause each of theirrespective Subsidiaries to take, all such further actions and execute all suchfurther documents and instruments as the Administrative Agent may at anytime reasonably determine to be necessary or desirable to further carry out andconsummate the amendments to the Credit Agreement contemplated by thisAmendment.

 

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III.                                 Miscellaneous.

 

1.                                       Inorder to induce the Administrative Agent, the Issuing Lenders and the Lendersto enter into this Amendment, each Credit Agreement Party hereby represents andwarrants that:

 

(a)                                  noDefault or Event of Default exists as of the First Amendment Effective Date (asdefined below), both immediately before and immediately after giving effectthereto; and

 

(b)                                 allof the representations and warranties contained in the Credit Agreement and theother Credit Documents are true and correct in all material respects on theFirst Amendment Effective Date both immediately before and immediately aftergiving effect thereto, with the same effect as though such representations andwarranties had been made on and as of the First Amendment Effective Date (itbeing understood that any representation or warranty made as of a specific dateshall be true and correct in all material respects as of such specific date).

 

2.                                       ThisAmendment is limited as specified and shall not constitute a modification, acceptanceor waiver of any other provision of the Credit Agreement or any other CreditDocument.

 

3.                                       ThisAmendment may be executed in any number of counterparts and by thedifferent parties hereto on separate counterparts, each of which counterpartswhen executed and delivered shall be an original, but all of which shalltogether constitute one and the same instrument.

 

4.                                       THISAMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BECONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE INTERNAL LAW OF THE STATE OFNEW YORK.

 

5.                                       ThisAmendment shall become effective on the date (the “First Amendment EffectiveDate”) when each of the following conditions have been satisfied:

 

(a)                                  eachCredit Party, the Administrative Agent, the Issuing Lenders and the Lendersshall have signed a counterpart hereof (whether the same or differentcounter parts) and shall have delivered (including by way of facsimile orelectronic transmission) the same to Kaye Scholer LLP, 425 Park Avenue, NewYork, NY 10036 Attention:  CynthiaPatrick (facsimile number: 212-836-6587 and e-mail address:cpatrick@kayescholer.com); and

 

12



 

(b)                                 theAdministrative Agent shall have received, in form and substancesatisfactory to the Administrative Agent, BofA and DBTCA, a fully executed feeletter, dated the date hereof, between the Administrative Agent and theBorrower, and the Administrative Agent shall have received payment of all feespayable thereunder.

 

Notwithstandingthe above conditions, the amendment to the Credit Agreement contemplated by Part I,Section 37 of this Amendment shall be effective on the date when theconditions precedent in clauses (a) and (b) above have beensatisfied, except that instead of a signed counterpart hereof from all theLenders, those Lenders that are party to the Credit Agreement immediately priorto the effectiveness of any assignments contemplated by Section 11.10(b) ofthe Credit Agreement with respect to this Amendment, constituting the RequiredLenders at such time, shall have signed a counterpart hereof and deliveredsame to Kaye Scholer LLP as aforesaid.

 

6.                                       TheCredit Agreement is hereby ratified and confirmed and, except as herein agreed,remains in full force and effect in accordance with its terms.

 

7.                                       Atall times on and after the First Amendment Effective Date, all references inthe Credit Agreement and each of the other Credit Documents to the CreditAgreement shall be deemed to be references to the Credit Agreement after givingeffect to this Amendment. It is agreed that this Amendment shall constitute aCredit Document for all purposes under the Credit Agreement and the otherCredit Documents.

 

*     *     *

 

13



 

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to beduly executed by their respective authorized officers as of the day and yearfirst above written.

 

 

WILLIAMS SCOTSMAN INTERNATIONAL, INC.

 

 

 

 

 

 

By

/s/ Scott Becker

 

 

 

Title: Vice President – Finance

 

 

 

 

 

WILLIAMS SCOTSMAN, INC.

 

 

 

 

 

 

By

/s/ Scott Becker

 

 

 

Title: Vice President – Finance

 

By its signature below, each of the undersigned hereby consents to theforegoing Amendment and ratifies and confirms the Guaranty to which it is aparty.

 

WILLIAMS SCOTSMAN INTERNATIONAL, INC.

 

 

 

 

 

 

By:

/s/ Scott Becker

 

 

Title: Vice President – Finance

 

 

 

 

 

 

 

WILLSCOT EQUIPMENT, LLC

 

 

 

By:

WILLIAMS SCOTSMAN, INC.,

 

as Member

 

 

 

 

 

 

 

 

By:

/s/ John B. Ross

 

 

 

Title:

Vice President,

 

 

 

 

Williams Scotsman, Inc.

 

 

 

 

Sole Member

 

 

 

 

 

 

 

SPACE MASTER INTERNATIONAL, INC.

 

 

 

 

 

 

By:

/s/ John B. Ross

 

 

Title: Vice President

 

 



 

TRUCK & TRAILER SALES, INC.

 

 

 

 

 

 

By:

/s/ John B. Ross

 

 

Title: Vice President

 

 

 

 

 

 

 

EVERGREEN MOBILE COMPANY

 

 

 

 

 

 

By:

/s/ John B. Ross

 

 

Title: Vice President

 

 

 

 

 

 

 

WILLIAMS SCOTSMAN OF CANADA, INC.

 

 

 

 

 

 

By:

/s/ John B. Ross

 

 

Title: Secretary

 

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

BANK OF AMERICA, N.A., Individually, as Administrative Agent and as an Issuing Lender

 

 

 

 

 

By:

/s/ Kevin Corcoran

 

 

Title: Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

DEUTSCHE BANK TRUST COMPANY AMERICAS, Individually and as an Issuing Lender

 

 

 

 

 

By:

/s/ Marguerite Sutton

 

 

Title:  Director

 

 

 

 

 

 

 

By:

/s/ Carin Keegan

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

WACHOVIA BANK, NATIONAL ASSOCIATION

 

 

 

 

 

By:

/s/ James O’Connell

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

THE CIT GROUP/BUSINESS CREDIT, INC.

 

 

 

 

 

By:

/s/ Evelyn Kusold                                               

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

GMAC COMMERCIAL FINANCE LLC

 

 

 

 

 

By:

/s/ Frank DiCeglie

 

 

Title:  Director

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

JPMORGAN CHASE BANK, N.A.

 

 

 

 

 

By:

/s/ John M. Hariaczyi

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

GE CAPITAL CORPORATION

 

 

 

 

 

By:

/s/ Brian P. Schwinn

 

 

Title:  Duly Authorized Signatory

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

MERRILL LYNCH CAPITAL, a division of Merrill Lynch Business Financial Services Inc.

 

 

 

 

 

By:

/s/ Andrew C. Sepe

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

NATIONAL CITY BUSINESS CREDIT, INC.

 

 

 

 

 

By:

/s/ Eric Huff

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

HSBC BUSINESS CREDIT (USA) INC.

 

 

 

 

 

By:

/s/ Dan Bueno

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

WELLS FARGO BANK, N.A.

 

 

 

 

 

By:

/s/ Reginald M. Goldsmith III

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

PNC BANK, NATIONAL ASSOCIATION

 

 

 

 

 

By:

/s/ Craig Sheetz

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

LASALLE BUSINESS CREDIT, LLC

 

 

 

 

 

By:

/s/ Steven Chalmers

 

 

Title:

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

SUNTRUST BANK

 

 

 

 

 

By:

/s/ Haynes Gentry

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

UPS CAPITAL CORPORATION

 

 

 

 

 

By:

/s/ John P. Holloway

 

 

Title:  Director of Portfolio Management

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

TEXTRON FINANCIAL CORPORATION

 

 

 

 

 

By:

/s/ Brian O’Fallon

 

 

Title: SR Account Executive

 


 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

SIEMENS FINANCIAL SERVICES, INC.

 

 

 

 

 

By:

/s/ Joseph A. Accardi

 

 

Title:  Managing Director

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

CITICORP USA, INC.

 

 

 

 

 

By:

/s/ Shane V. Azzara

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

WEBSTER BUSINESS CREDIT CORPORATION

 

 

 

 

 

By:

/s/ Daniel Stamptel

 

 

Title: Assistant Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

SANDY SPRING BANK

 

 

 

 

 

By:

/s/ Roy S. Lewis

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

LEHMAN COMMERCIAL PAPER INC.

 

 

 

 

 

By:

/s/ Diane Albanese

 

Title:  Authorized Signatory

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

CIBC, INC.

 

 

 

 

 

By:

/s/ Gerald Girardi

 

 

Title:  Authorized Signatory CIBC Inc.

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

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. Wayne Hosang

 

 

Title:  Vice President

 

 

 

 

 

 

 

By:

/s/ Stephen Suo

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

OAK HILL CREDIT PARTNERS I,
LIMITED

OAK HILL CREDIT PARTNERS II,
LIMITED

 

 

By:

Oak Hill CLO Management I, LLC,
as Investment Manager

 

By:

Oak Hill CLO Management II, LLC, as
Investment Manager

 

 

 

 

 

 

 

 

 

 

By:

/s/ Scott D. Krase

 

By:

/s/ Scott D. Krase 

 

Title: Authorized Person

 

 

Name:               Scott D. Krase

 

 

 

Title:                     Authorized Person

 

 

 

 

OAK HILL CREDIT PARTNERS III,
LIMITED

OAK HILL CREDIT PARTNERS IV,
LIMITED

 

 

By:

Oak Hill CLO Management III, LLC,
as Investment Manager

 

By:

Oak Hill CLO Management IV, LLC,
as Investment Manager

 

 

 

 

 

 

 

 

 

 

By:

/s/ Scott D. Krase

 

By:

/s/ Scott D. Krase

 

Name: Scott D. Krase

 

 

Name:               Scott D. Krase

 

Title: Authorized Person

 

Title:                     Authorized Person

 

 

 

 

 

 

 

SMBC MVI SPC
on behalf of and for the account of Segregated
Portfolio No. 1

 

 

 

By:

Oak Hill Separate Account
As Investment Manager
Management I, LLC

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

/s/ Scott D. Krase

 

 

 

 

Name: Scott D. Krase

 

 

 

 

Title: Authorized Person

 

 

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

CLASSIC CAYMAN B.D. LIMITED

 

 

 

 

 

By:

/s/ Janet Wolff

 

 

Title:  Authorized Signatory

 

 

 

 

 

 

 

By:

/s/ Daniel Conon

 

 

Title:  Authorized Signatory

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

STONE TOWER CDO II LTD.
By: Stone Tower Debt Advisors LLC, as its Collateral Manager

 

 

 

 

 

By:

/s/ Michael W. Delpercio

 

 

Title:  Authorized Signatory

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

STONE TOWER CLO II LTD.
By: Stone Tower Debt Advisors LLC, as its Collateral Manager

 

 

 

 

 

By:

/s/ Michael W. Delpercio

 

 

Title:  Authorized Signatory

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

STONE TOWER CLO IV LTD.
By: Stone Tower Debt Advisors LLC, as its Collateral Manager

 

 

 

 

 

By:

/s/ Michael W. Delpercio

 

 

Title:  Authorized Signatory

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

STONE TOWER CREDIT FUNDING I LTD.
By: Stone Tower Debt Advisors LLC, as its Collateral Manager

 

 

 

 

 

By:

/s/ Michael W. Delpercio

 

 

Title:  Authorized Signatory

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

GRANITE VENTURES I LTD.
By: Stone Tower Debt Advisors LLC, as its Collateral Manager

 

 

 

 

 

By:

/s/ Michael W. Delpercio

 

 

Title:  Authorized Signatory

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

GRANITE VENTURES III LTD.
By: Stone Tower Debt Advisors LLC, as its Collateral Manager

 

 

 

 

 

By:

/s/ Michael W. Delpercio

 

 

Title:  Authorized Signatory

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

LIGHTPOINT CLO III, LTD.

 

 

 

By:

Lightpoint Capital Management LLC as Collateral Manager

 

 

 

By:

/s/ Colin Donlan

 

 

Title: Director

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

MCDONNELL LOAN OPPORTUNITY LTD.

 

 

 

 

 

By: McDonnell Investment Management, LLC, as Investment Manager

 

 

 

 

 

By:

/s/ Kathleen A. Zam

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

WIND RIVER CLO II LTD.

 

 

 

 

 

By: McDonnell Investment Management, LLC, as Manager

 

 

 

 

 

By:

/s/ Kathleen A. Zam

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

POST LONG/SHORT CREDIT MASTER FUND, LP

 

 

 

 

 

By: Post Advisory Group, LLC, as General Partner

 

 

 

By:

/s/ Lawrence A. Post

 

 

Title: Chief Investment Officer

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

GRAND CENTRAL ASSET TRUST, BDC SERIES

 

 

 

 

 

By:

/s/ Roy Hykal

 

 

Title:  Attorney-In-Fact

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

LOAN FUNDING XIII LLC

 

 

 

 

 

By:

/s/ Richard F. Kurth

 

 

Title:  Managing Director

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

KATONAH VII, CLO LTD.

 

 

 

By:  Katonah Debt Advisors, LLC

 

 

 

 

 

By:

/s/ Daniel Gilligan

 

 

Title:

Authorized Officer

 

 

 

Katonah Debt Advisors, L.L.C.
As Manager

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

SENIOR DEBT PORTFOLIO

 

 

 

By: Boston Management and Research as
       Investment Advisor

 

 

 

 

 

By:

/s/ Michael B. Botthof

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

EATON VANCE SENIOR INCOME TRUST

 

 

 

 

 

By: Eaton Vance Management as  Investment Advisor

 

 

 

 

 

By:

/s/ Michael B. Botthof

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

EATON VANCE INSTITUTIONAL SENIOR LOAN FUND

 

 

 

By: Eaton Vance Management as Investment Advisor

 

 

 

 

 

By:

/s/ Michael B. Botthof

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

EATON VANCE LIMITED DURATION INCOME FUND

 

 

 

By: Eaton Vance Management as Investment Advisor

 

 

 

 

 

By:

/s/ Michael B. Botthof

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

EATON VANCE SENIOR FLOATING-RATE TRUST

 

 

 

By: Eaton Vance Management as Investment Advisor

 

 

 

 

 

By:

/s/ Michael B. Botthof

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

EATON VANCE FLOATING-RATE INCOME TRUST

 

 

 

By: Eaton Vance Management as Investment Advisor

 

 

 

 

 

By:

/s/ Michael B. Botthof

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

EATON VANCE SHORT DURATION DIVERSIFIED INCOME FUND

 

 

 

 

 

By: Eaton Vance Management as Investment Advisor

 

 

 

 

 

By:

/s/ Michael B. Botthof

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

GRAYSON & CO

 

 

 

By: Boston Management and Research as Investment Advisor

 

 

 

 

 

By:

/s/ Michael B. Botthof

 

 

Title:  Vice President

 


 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

BIG SKY III SENIOR LOAN TRUST

 

 

 

By: Eaton Vance Management as Investment Advisor

 

 

 

By:

/s/ Michael B. Botthof

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

THE NORINCHUKIN BANK, NEW YORK BRANCH, through State Street Bank and Trust Company as Fiduciary Custodian.

 

 

 

 

 

By:  Eaton Vance Management, Attorney-in-fact

 

 

 

 

 

By:

/s/ Michael B. Botthof

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

FIRST 2004-II CLO, LTD.
By: TCW Advisors, Inc., its Collateral Manager

 

 

 

 

 

By:

/s/ G. Wayne Hosang

 

 

Title: Vice President

 

 

 

 

 

 

 

By:

/s/ Stephen Suo

 

 

Title: Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

FIRST 2004-I CLO, LTD.
By: TCW Advisors, Inc., its Collateral Manager

 

 

 

 

 

By:

/s/ G. Wayne Hosang

 

 

Title:  Vice President

 

 

 

 

 

 

 

By:

/s/ Stephen Suo

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

VELOCITY CLO, LTD.
By: TCW Advisors, Inc., its Collateral Manager

 

 

 

 

 

By:

/s/ G. Wayne Hosang

 

 

Title:  Vice President

 

 

 

 

 

 

 

By:

/s/ Stephen Suo

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

TCW SENIOR SECURED LOAN FUND
By: TCW Advisors, Inc., its Collateral Manager

 

 

 

 

 

By:

/s/ G. Wayne Hosang

 

 

Title:  Vice President

 

 

 

 

 

 

 

By:

/s/ Stephen Suo

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

TCW SELECT LOAN FUND LIMITED
By: TCW Advisors, Inc., its Collateral Manager

 

 

 

 

 

By:

/s/ G. Wayne Hosang

 

 

Title:  Vice President

 

 

 

 

 

 

 

By:

/s/ Stephen Suo

 

 

Title:  Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

MADISON PARK FUNDING III LTD

 

 

 

 

 

By:

/s/ Thomas Flannery

 

 

Title:  Authorized Signatory

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

CSAM FUNDING I

 

 

 

 

 

By:

/s/ Thomas Flannery

 

 

Title:  Authorized Signatory

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

FIRST DOMINION FUNDING II

 

 

 

 

 

By:

/s/ Thomas Flannery

 

 

Title:  Authorized Signatory

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

FIRST DOMINION FUNDING III

 

 

 

 

 

By:

/s/ Thomas Flannery

 

 

Title:  Authorized Signatory

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

FLAGSHIP CLO-2001-1
Deutsche Asset Management, Inc.,
as Subadviser

 

 

 

 

 

By:

/s/ Eric S. Meyer

 

 

By:                Eric S. Meyer
Title:       Director

 

 

 

 

 

 

 

By:

/s/ William Weiss 

 

 

By:                William Weiss

 

 

Title:       Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

FLAGSHIP CLO II

 

 

Deutsche Asset Management, Inc.,
as Subadviser

 

 

 

 

 

By:

/s/ Eric S. Meyer

 

 

By:                Eric S. Meyer
Title:       Director

 

 

 

 

 

 

 

By:

/s/ William Weiss 

 

 

By:                William Weiss
Title:       Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

KATONAH II, LTD.

 

 

 

By: Sankaty Advisors, LLC as Sub-Advisor

 

 

 

By:

/s/ Jeffrey Hawkins

 

 

Title:  Senior Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

KATONAH III, LTD.

 

 

 

By: Sankaty Advisors, LLC as Sub-Advisor

 

 

 

By:

/s/ Jeffrey Hawkins

 

 

Title:  Senior Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

KATONAH IV, LTD.

 

 

 

By: Sankaty Advisors, LLC as Sub-Advisor

 

 

 

 

 

By:

/s/ Jeffrey Hawkins

 

 

Title:  Senior Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

LOAN FUNDING XI LLC

 

 

 

By: Sankaty Advisors, LLC as Collateral Manager

 

 

 

By:

/s/ Jeffrey Hawkins

 

 

Title:  Senior Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

RACE POINT CLO, LIMITED
By: Sankaty Advisors, LLC as Collateral Manager

 

 

 

 

 

By:

/s/ Jeffrey Hawkins

 

 

Title:  Senior Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

RACE POINT II CLO, LIMITED
By: Sankaty Advisors, LLC as Collateral Manager

 

 

 

 

 

By:

/s/ Jeffrey Hawkins

 

 

Title:  Senior Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

CASTLE HILL I – INGOTS, LTD.
By: Sankaty Advisors, LLC as Collateral Manager

 

 

 

 

 

By:

/s/ Jeffrey Hawkins

 

 

Title:  Senior Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

HARBOUR TOWN FUNDING LLC

 

 

 

 

 

By:

/s/ Anna M. Tallent

 

 

Title:  Assistant Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

LONG LANE MASTER TRUST IV

 

 

 

 

 

By:

/s/ Anna M. Tallent

 

 

Name:   Anna M. Tallent
Title:     Authorized Agent

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

STANFIELD VANTAGE CLO, LTD.

 

 

 

By: Stanfield Capital Partners LLC as its Asset Manager

 

 

 

 

 

By:

/s/ Christopher E. Jansen

 

 

Title:  Managing Partner

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

TRS CALLISTO LLC

 

 

 

 

 

By:

/s/ Deirdre Whorton

 

 

Title:  Assistant Vice President

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

NUVEEN FLOATING RATE INCOME FUND

 

 

 

By: Symphony Asset Management, LLC

 

 

 

 

 

By:

/s/ Lenny Mason

 

 

Title:

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

NUVEEN SENIOR INCOME FUND

 

 

 

By: Symphony Asset Management, LLC

 

 

 

 

 

By:

/s/ Lenny Mason

 

 

Title:

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

MAGNETITE IV CLO, LIMITED

 

 

 

 

 

By:

/s/ Thomas Colwell

 

 

Title:

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

MAGNETITE ASSET INVESTORS LLC

 

 

 

 

 

By:

/s/ Thomas Colwell

 

 

Title:

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

BLACKROCK LIMITED DURATION INCOME TRUST

 

 

 

By: BlackRock Financial Management, Inc., its Sub-Advisor

 

 

 

 

 

 

By:

/s/ Thomas Colwell

 

 

 

Title:

 



 

 

SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF APRIL 12, 2006, AMONG WILLIAMS SCOTSMAN INTERNATIONAL, INC., WILLIAMS SCOTSMAN, INC., THE LENDERS FROM TIME TO TIME PARTY TO THE CREDIT AGREEMENT AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT

 

 

 

 

 

BLACKROCK SENIOR INCOME SERIES II

 

 

 

 

 

By:

/s/ Thomas Colwell

 

 

Title: