Form 8-K Amtrust Financial Servic For: Dec 19
Tweet
Share
E-mailUNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported) | December 19, 2016 |
AmTrust Financial Services, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-33143 | 04-3106389 | ||
(State or other jurisdiction | (Commission | (IRS Employer | ||
of incorporation) | File Number) | Identification No.) | ||
59 Maiden Lane, 43rd Floor, New York, New York | 10038 | |
(Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code | (212) 220-7120 |
(Former name or former address, if changed since last report.) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨ | 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 240.133-4 (c)) | |
Item 1.01 | Entry into a Material Definitive Agreement. |
Amendment to JPMorgan Credit Agreement
Effective December 19, 2016, AmTrust Financial Services, Inc. (the “Company”) entered into Amendment No. 7 (the “Amendment”) to its Credit Agreement dated September 12, 2014, with JPMorgan Chase Bank, N.A., as Administrative Agent, KeyBank National Association and SunTrust Bank, as Co-Syndication Agents, Lloyds Bank PLC and Associated Bank, as Co-Documentation Agents, and the various lending institutions party thereto (as amended from time to time, the “Credit Agreement”).
The Amendment expands the restrictive covenants related to (1) indebtedness and liens to allow the Company's insurance subsidiaries to access additional liquidity through secured loan facilities made available by such subsidiary's membership in the Federal Home Loan Bank system; and (2) liens to secure intercompany loans between the Company and its subsidiaries or between the Company's subsidiaries, as long as the aggregate principal amount of such secured intercompany loans does not exceed $200 million at any time outstanding.
Amendment to Funds at Lloyd's Facility
Effective December 22, 2016, the Company (as Guarantor) and five of its wholly-owned subsidiaries, AmTrust International Insurance, Ltd. (as Account Party), AmTrust Corporate Capital Limited, AmTrust Corporate Member Limited, AmTrust Corporate Member Two Limited and ANV Corporate Name Limited (as Corporate Members) entered into an Amendment Agreement (the "FAL Amendment") to its £515 million credit facility agreement with ING Bank, N.V., London Branch, The Bank of Nova Scotia, London Branch and Bank of Montreal, London Branch.
The FAL Amendment clarifies that ING Bank, N.V. will hold all collateral in its accounts, as opposed to holding collateral in accounts at The Bank of Nova Scotia, as contemplated in the original agreement. In addition, like the Amendment discussed above, the FAL Amendment expands the restrictive covenant related to indebtedness and liens to allow the Company's insurance subsidiaries to access additional liquidity through secured loan facilities made available by such subsidiary's membership in the Federal Home Loan Bank system
Certain of the lenders for both facilities and their affiliates have provided, from time to time, and may continue to provide, investment banking, commercial banking, financial and other services to the Company, including letters of credit, depository and account processing services, for which the Company has paid and intends to pay customary fees.
The description of the Amendment and the FAL Amendment are qualified in their entirety by reference to the full text of the Amendment and the FAL Amendment, which are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01 | Exhibits. |
(d) | Exhibits. |
Exhibit No. | Description | |
10.1 | Amendment No. 7, dated December 19, 2016, to the Credit Agreement, dated September 12, 2014, among the Company, JPMorgan Chase Bank, N.A., as Administrative Agent, and the various lending institutions party thereto. | |
10.2 | Amendment Agreement, dated December 22, 2016, related to the £515,000,000 Facility Agreement, dated November 3, 2016, among the Company, AmTrust Corporate Capital Limited, AmTrust Corporate Member Limited, AmTrust Corporate Member Two Limited, ANV Corporate Name Limited, AmTrust International Insurance, Ltd., ING Bank N.V., London Branch, The Bank of Nova Scotia, London Branch and Bank of Montreal, London Branch. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AmTrust Financial Services, Inc. | |
(Registrant) | |
Date | December 22, 2016 |
/s/ Stephen Ungar | |
Stephen Ungar | |
Senior Vice President, General Counsel and Secretary | |
Exhibit 10.1
AMENDMENT NO. 7
Dated as of December 19, 2016
to
CREDIT AGREEMENT
Dated as of September 12, 2014
THIS AMENDMENT NO. 7 (“Amendment”) is made as of December 19, 2016 and shall, upon satisfaction of the conditions precedent set forth in Section 2 below be effective as of the date hereof (the “Amendment No. 7 Effective Date”) by and among AmTrust Financial Services, Inc., a Delaware corporation (the “Borrower”), the financial institutions listed on the signature pages hereof and JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent”), under that certain Credit Agreement dated as of September 12, 2014, by and among the Borrower, the Lenders and the Administrative Agent (as amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.
WHEREAS, the Borrower has requested that the requisite Lenders and the Administrative Agent agree to make certain modifications to the Credit Agreement;
WHEREAS, the Borrower, the Lenders party hereto and the Administrative Agent have so agreed on the terms and conditions set forth herein;
NOW, THEREFORE, in consideration of the premises set forth above, the terms and conditions contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Borrower, the Lenders party hereto and the Administrative Agent hereby agree to enter into this Amendment.
1.Amendments to Credit Agreement. Effective as of the Amendment No. 7 Effective Date but subject to the satisfaction of the conditions precedent set forth in Section 2 below, the Credit Agreement is hereby amended as follows:
(a) Section 6.01(n) of the Credit Agreement is amended to delete the references to “Regulated Insurance Subsidiary” appearing therein and replace each such reference with a reference to “Regulated Insurance Company”.
(b) Section 6.01 of the Credit Agreement is amended to (1) delete the “and” at the end of clause (w) thereof, (2) replace the period at the end of clause (x) thereof with “; and” and (3) insert a new clause (y) therein as follows:
(y) Indebtedness of Regulated Insurance Companies owing to the Federal Home Loan Bank in an aggregate principal amount not exceeding $500,000,000 at any time outstanding.
(c) Section 6.02 of the Credit Agreement is amended to (1) delete the “and” at the end of clause (l) thereof, (2) replace the period at the end of clause (m) thereof with “;” and (3) insert new clauses (n) and (o) therein as follows:
(n) Liens to secure intercompany loans permitted by Section 6.01(f); provided that the aggregate principal amount of all Indebtedness secured by such Liens shall not exceed $200,000,000 at any time outstanding; and
(o) Liens securing Indebtedness permitted under Section 6.01(y); provided that (i) such Liens do not at any time encumber any property other than the property of the Regulated Insurance Company that is the obligor on such Indebtedness (the “Obligor RIC”) and (ii) the collateral granted by such Obligor RIC in respect of such Liens does not exceed the maximum amount of collateral (including, without limitation, by reference to a percentage of admitted assets or capital and surplus) permitted by such Obligor RIC’s Applicable Insurance Regulatory Authority to be granted in respect of such Indebtedness owing to the Federal Home Loan Bank.
2. Conditions of Effectiveness. The effectiveness of this Amendment is subject to the conditions precedent that the Administrative Agent shall have received (a) counterparts of this Amendment duly executed by the Borrower, the Required Lenders and the Administrative Agent and (b) payment and/or reimbursement of the Administrative Agent’s and its affiliates’ fees and expenses (including, to the extent invoiced, the reasonable fees and expenses of counsel for the Administrative Agent) in connection with this Amendment.
3. Representations and Warranties of the Borrower. The Borrower hereby represents and warrants as follows:
(a) This Amendment and the Credit Agreement as amended hereby constitute legal, valid and binding obligations of the Borrower and are enforceable against the Borrower in accordance with their terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law.
(b) As of the date hereof and giving effect to the terms of this Amendment, (i) no Default or Event of Default shall have occurred and be continuing and (ii) the representations and warranties of the Borrower set forth in the Credit Agreement, as amended hereby, are true and correct as of the date hereof.
4. Reference to and Effect on the Credit Agreement.
(a) Upon the effectiveness hereof, each reference to the Credit Agreement in the Credit Agreement or any other Loan Document shall mean and be a reference to the Credit Agreement as amended hereby.
(b) Each Loan Document and all other documents, instruments and agreements executed and/or delivered in connection therewith shall remain in full force and effect and are hereby ratified and confirmed.
(c) Except with respect to the subject matter hereof and as set forth herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Administrative Agent or the Lenders, nor constitute a waiver of any provision of the Credit Agreement,
2
the Loan Documents or any other documents, instruments and agreements executed and/or delivered in connection therewith.
(d) This Amendment shall be a Loan Document.
5. Governing Law. This Amendment shall be construed in accordance with and governed by the law of the State of New York.
6. Headings. Section headings in this Amendment are included herein for convenience of reference only and shall not constitute a part of this Amendment for any other purpose.
7. Counterparts. This Amendment may be executed by one or more of the parties hereto on any number of separate counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instrument.
[Signature Pages Follow]
3
IN WITNESS WHEREOF, this Amendment has been duly executed as of the day and year first above written.
AMTRUST FINANCIAL SERVICES, INC.,
as the Borrower
By: /s/ Harry Schlachter
Name: Harry Schlachter
Name: Harry Schlachter
Title: Assistant Treasurer
JPMORGAN CHASE BANK, N.A.,
individually as a Lender, as Issuing Bank and as Administrative Agent
By: /s/ Hector J. Varona
Name: Hector J. Varona
Title: Executive Director
KEYBANK NATIONAL ASSOCIATION,
as a Lender
By: /s/ James Cribbet
Name: James Cribbet
Name: James Cribbet
Title: Senior Vice President
LLOYDS BANK PLC,
as a Lender
By: /s/ Erin Walsh
Name: Erin Walsh
Title: Assistant Vice President - W004
By: /s/ Dennis McClellan
Name: Dennis McClellan - M040
Title: Assistant Vice President
ASSOCIATED BANK,
as a Lender
By:/s/ Edward J. Chidiac
Name: Edward J. Chidiac
Title: Senior Vice President
Signature Page to Amendment No. 7 to
Credit Agreement dated as of September 12, 2014
AmTrust Financial Services, Inc.
MORGAN STANLEY BANK, N.A., as a Lender
By: /s/ Cindy Tse
Name: Cindy Tse
Title: Authorized Signatory
Name: Cindy Tse
Title: Authorized Signatory
THE PRIVATEBANK AND TRUST COMPANY, as a Lender
By: /s/ Austin G. Love
Name: Austin G. Love
Title: Associate Managing Director
Name: Austin G. Love
Title: Associate Managing Director
Signature Page to Amendment No. 7 to
Credit Agreement dated as of September 12, 2014
AmTrust Financial Services, Inc.
Exhibit 10.2
Dated 22 December 2016 |
AmTrust Corporate Capital Limited |
AmTrust Corporate Member Limited |
AmTrust Corporate Member Two Limited |
ANV Corporate Name Limited |
as Corporate Members |
- and - |
AmTrust International Insurance, Ltd. |
as Account Party |
- and - |
AmTrust Financial Services, Inc. |
as Guarantor |
- and - |
The Banks and Financial Institutions |
Listed in Schedule 1 of the Amended Facility |
Agreement |
as Original Banks |
- and - |
ING Bank N.V., London Branch, The Bank of Nova |
Scotia, London Branch and Bank of Montreal |
London Branch |
as Mandated Lead Arrangers |
- and - |
ING Bank N.V., London Branch |
as Bookrunner, Agent, Issuing Bank and Security Trustee |
Amendment Agreement Relating to a Credit Facility Agreement |
Matter ref 1M1209/001503 | ||
Hogan Lovells International LLP | ||
Atlantic House, Holborn Viaduct, London EC1A 2FG | ||
THIS AGREEMENT dated December 22, 2016 is made
BETWEEN:
(1) | AMTRUST CORPORATE CAPITAL LIMITED, a company incorporated in England under registered number 08128684 whose registered office is at 2 Minster Court, Mincing Lane, London EC3R 7BB ("ACCL"); |
(2) | AMTRUST CORPORATE MEMBER LIMITED, a company incorporated in England under registered number 03621278 whose registered office is at 1 Great Tower Street, London EC3R 5AA ("ACML"); |
(3) | AMTRUST CORPORATE MEMBER TWO LIMITED, a company incorporated in England under registered number 05264527 whose registered office is at 1 Great Tower Street, London EC3R 5AA ("ACM2L"); |
(4) | ANV CORPORATE NAME LIMITED, a company incorporated in England under registered number 06705037 whose registered office is at 4th floor, 1 Minster Court, Mincing Lane, London EC3R 7AA ("ANV"); |
(5) | AMTRUST INTERNATIONAL INSURANCE, LTD., a company incorporated in Bermuda under registered number 9551 whose registered office is at 7 Reid Street, Suite 400, Hamilton HM11, Bermuda (the "Account Party"); |
(6) | AMTRUST FINANCIAL SERVICES, INC., a corporation organised under the laws of Delaware whose registered office is at 2711 Centerville Road, Suite 400, Wilmington, Delaware 19808 (the "Guarantor"); |
(7) | THE BANKS AND FINANCIAL INSTITUTIONS LISTED IN SCHEDULE 1 OF THE AMENDED FACILITY AGREEMENT (the "Original Banks"); |
(8) | ING BANK N.V., LONDON BRANCH, as Bookrunner; |
(9) | ING BANK N.V., LONDON BRANCH, THE BANK OF NOVA SCOTIA, LONDON BRANCH AND BANK OF MONTREAL, LONDON BRANCH as Mandated Lead Arrangers (the "Lead Arrangers"); |
(10) | ING BANK N.V., LONDON BRANCH, as Agent; |
(11) | ING BANK N.V., LONDON BRANCH, as Issuing Bank; and |
(12) | ING BANK N.V., LONDON BRANCH, as Security Trustee. |
WHEREAS
(A) | By a letter of credit facility agreement dated 26 November 2013, as amended and restated from time to time and most recently on 3 November 2016 (the "Facility Agreement") and made between the Parties, the Banks agreed to provide a letter of credit facility of up to £515,000,000 to provide Funds at Lloyd's on behalf of the Corporate Members to support their underwriting at Lloyd's of London. |
(B) | The Parties now wish to amend the Facility Agreement in accordance with the terms of this Agreement in order to (i) reflect the fact that ING will hold all of the Collateral in the ING Deposit Accounts, and the Scotia Deposit Accounts will no longer be used or required, and (ii) include an additional exception to clause 14.2(s) (Indebtedness) and clause 14.2(p) (Negative Pledge). |
- 2 -
IT IS AGREED
1. | DEFINITIONS AND INTERPRETATION |
1.1 | Words and expressions defined in the Facility Agreement have the same meaning in this Agreement unless otherwise defined herein. |
1.2 | In this Agreement: |
"Amendment Effective Date" means the date of this Agreement;
"Amended Facility Agreement" means the Facility Agreement as amended by this Agreement;
"Facility Agreement" has the meaning given in Recital (A) above; and
"Party" means each party to this Agreement.
1.3 | The provisions of clauses 1.2 to 1.9 of the Amended Facility Agreement shall apply to this Agreement as if references therein to "this Agreement" were references to this Agreement. |
1.4 | From the Amendment Effective Date, any reference in any Finance Document to the Facility Agreement shall be read and construed for all purposes as a reference to the Amended Facility Agreement. |
2. | AMENDMENT |
2.1 | With effect from the Amendment Effective Date, the definition of "Deposit Accounts" set out in clause 1.1 (Definitions) of the Facility Agreement shall be deleted and replaced with the following wording: |
"Deposit Accounts" means the ING Deposit Accounts and "Deposit Account" means any one of them.
2.2 | With effect from the Amendment Effective Date, the definition of "Scotia Deposit Accounts" set out in clause 1.1 (Definitions) of the Facility Agreement shall be deleted in its entirety. |
2.3 | With effect from the Amendment Effective Date, clause 10.1(b) (Account Party to open Deposit Accounts) of the Facility Agreement shall be deleted in its entirety. |
2.4 | With effect from the Amendment Effective Date, clause 10.3 (Deposit Accounts to be funded on a pro rate basis and in specified currency) of the Facility Agreement shall be deleted and replaced with: |
"10.3 Collateral to be held in ING Deposit Accounts
Each of the Account Party and the Guarantor (as applicable) shall take steps as shall be necessary to ensure that the Required Collateral Amount is deposited in the ING Deposit Accounts."
2.5 | With effect from the Amendment Effective Date, clause 14.2(s) (Indebtedness) of the Facility Agreement is amended to delete the “and” at the end of subsection (xxxii) thereof, replace the period at the end of subsection (xxxiii) with “; and” and insert a new subsection (xxxiv) therein as follows: |
(xxxiv) Indebtedness of Regulated Insurance Companies owing to the Federal Home Loan Bank in an aggregate principal amount not exceeding $500,000,000 at any time outstanding.
- 3 -
2.6 | With effect from the Amendment Effective Date, clause 14.2(p)(iii) (Negative Pledge) of the Facility Agreement is amended to delete the “or” at the end of subsection (20) thereof, replace the period at the end of subsection (21) with “; or” and insert a new subsection (22) therein as follows: |
(22) Liens securing Indebtedness permitted under Clause 14.2(s)(xxxiv); provided that (i) such Liens do not at any time encumber any property other than the property of the Regulated Insurance Company that is the obligor on such Indebtedness (the “Obligor RIC”) and (ii) the collateral granted by such Obligor RIC in respect of such Liens does not exceed the maximum amount of collateral (including, without limitation, by reference to a percentage of admitted assets or capital and surplus) permitted by such Obligor RIC’s Applicable Insurance Regulatory Authority to be granted in respect of such Indebtedness owing to the Federal Home Loan Bank.
3. | REPRESENTATIONS AND WARRANTIES |
3.1 | Subject to Clause 3.2 of this Agreement, each Obligor represents and warrants that each of the representations and warranties set out in clauses 13.2 to 13.33 of the Amended Facility Agreement, construed as if references therein to "this Agreement" were references to this Agreement, is true and correct in all material respects (or, to the extent any such representation or warranty is qualified as to "material", "Material Adverse Change" or similar wording, in all respects) as at the Amendment Effective Date. |
3.2 | Each Obligor gives each representation and warranty under Clause 3.1 in respect of itself only, and only to the extent that the terms of the relevant clause make the relevant clause applicable in respect of it. |
4. | CONTINUITY AND FURTHER ASSURANCE |
4.1 | Continuing obligations |
The rights and obligations of the Parties under the Facility Agreement and the other Finance Documents shall continue in full force and effect, uninterrupted by the amendment hereunder, save insofar as they are amended hereby. In addition:
(a) | each Obligor that has granted Security pursuant to the Security Documents confirms that the Security created by the relevant Security Documents shall continue to fully secure the obligations of the relevant Obligors under the Finance Documents (including but not limited to the Amended Facility Agreement); and |
(b) | the Guarantor confirms that from the Amendment Effective Date the guarantee and indemnity given by it in clause 12 (Guarantee and Indemnity) of the Facility Agreement will continue in full force and effect and will extend to all Obligations of each other Obligor under the Finance Documents (including but not limited to the Amended Facility Agreement), |
in each case, notwithstanding the amendment to the Facility Agreement made pursuant to this Agreement.
4.2 | Prospective effect only |
The amendments made hereby to the Facility Agreement shall, with effect from the Amendment Effective Date, have prospective effect only.
4.3 | Actions already taken |
- 4 -
Any action already taken and any payment already made by a party under the Facility Agreement prior to the Amendment Effective Date shall be treated as having been taken or made notwithstanding the amendment hereby, and shall not be required to be taken or made again by reason of the amendment hereby.
4.4 | Further assurance |
Each of the parties shall do all acts and things necessary or desirable to give effect to the amendments effected or to be effected pursuant hereto.
5. | AMENDMENTS |
The parties may agree to further amendments to the Amended Facility Agreement in accordance with the terms thereof without being required to amend or terminate this Agreement.
6. | TRANSFERS |
Any transfer or assignment made in accordance with the terms of the Amended Facility Agreement shall have the same effect in relation to the rights and obligations of the parties under this Agreement as it has in relation to their rights and obligations under the Amended Facility Agreement.
7. | INCORPORATION OF TERMS |
The provisions of clauses 1.9 (Rights of third parties), 18.5 (Indemnity against costs), 32 (Miscellaneous), 35 (Notices) and 36.2 to 36.7 (Applicable Law and Jurisdiction) of the Amended Facility Agreement shall be incorporated into this Agreement as if set out herein and as if references therein to "this Agreement" were references to this Agreement.
8. | GOVERNING LAW |
This Agreement and any contractual obligations arising out of or in connection with it shall be governed by and construed in accordance with English law.
AS WITNESS the hands of the duly authorised representatives of the parties hereto the day and year first before written.
- 5 -
SIGNATURES TO AMENDMENT AGREEMENT
ACCL | ||
SIGNED for and on behalf of ) | /s/ Jeremy Cadle | Signature |
AMTRUST CORPORATE ) | Jeremy Cadle | PRINT NAME |
CAPITAL LIMITED | Director | Job title |
ACML | ||
SIGNED for and on behalf of ) | /s/ Jeremy Cadle | Signature |
AMTRUST CORPORATE ) | Jeremy Cadle | PRINT NAME |
MEMBER LIMITED | Director | Job title |
ACM2L | ||
SIGNED for and on behalf of ) | /s/ Jeremy Cadle | Signature |
AMTRUST CORPORATE ) | Jeremy Cadle | PRINT NAME |
MEMBER TWO LIMITED | Director | Job title |
ANV | ||
SIGNED for and on behalf of ) | /s/ Jeremy Cadle | Signature |
ANV CORPORATE ) | Jeremy Cadle | PRINT NAME |
NAME LIMITED | Director | Job title |
ACCOUNT PARTY | ||
SIGNED for and on behalf of ) | /s/ Chris Souter | Signature |
AMTRUST INTERNATIONAL ) | Chris Souter | PRINT NAME |
INSURANCE, LTD. | Director, CFO, Secretary | Job title |
GUARANTOR | ||
SIGNED for and on behalf of ) | /s/ Evan Greestein | Signature |
AMTRUST FINANCIAL ) | Evan Greenstein | PRINT NAME |
SERVICES, INC. | VP, Treasurer | Job title |
- 6 -
ORIGINAL BANKS
SIGNED for and on behalf of ) | /s/ Mariette Groen | Signature |
ING BANK N.V., LONDON BRANCH ) | Mariette Groen | PRINT NAME |
Director | Job title | |
/s/ Mike Sharman | Signature | |
Mike Sharman | PRINT NAME | |
Managing Director | Job title | |
SIGNED for and on behalf of ) | /s/ NCF Petherbridge | Signature |
THE BANK OF NOVA SCOTIA, ) | NCF Petherbridge | PRINT NAME |
LONDON BRANCH | Managing Director | Job title |
/s/ Samina Sajanial | Signature | |
Samina Sajanial | PRINT NAME | |
Director | Job title | |
SIGNED for and on behalf of ) | /s/ Anthony Ebdon | Signature |
BANK OF MONTREAL, LONDON BRANCH ) | Anthony Ebdon | PRINT NAME |
Managing Director | Job title | |
/s/ Bill Smith | Signature | |
Bill Smith | PRINT NAME | |
Managing Director | Job title | |
- 7 -
MANDATED LEAD ARRANGERS
SIGNED for and on behalf of ) | /s/ Mariette Groen | Signature |
ING BANK N.V., LONDON BRANCH ) | Mariette Groen | PRINT NAME |
Director | Job title | |
/s/ Mike Sharman | Signature | |
Mike Sharman | PRINT NAME | |
Managing Director | Job title | |
SIGNED for and on behalf of ) | /s/ NCF Petherbridge | Signature |
THE BANK OF NOVA SCOTIA, ) | NCF Petherbridge | PRINT NAME |
LONDON BRANCH | Managing Director | Job title |
/s/ Samina Sajanial | Signature | |
Samina Sajanial | PRINT NAME | |
Director | Job title | |
SIGNED for and on behalf of ) | /s/ Anthony Ebdon | Signature |
BANK OF MONTREAL, LONDON BRANCH ) | Anthony Ebdon | PRINT NAME |
Managing Director | Job title | |
/s/ Andy McClinton | Signature | |
Andy McClinton | PRINT NAME | |
Managing Director | Job title | |
- 8 -
BOOKRUNNER
SIGNED for and on behalf of ) | /s/ Mariette Groen | Signature |
ING BANK N.V., LONDON BRANCH ) | Mariette Groen | PRINT NAME |
Director | Job title | |
/s/ Mike Sharman | Signature | |
Mike Sharman | PRINT NAME | |
Managing Director | Job title | |
AGENT
SIGNED for and on behalf of ) | /s/ Mariette Groen | Signature |
ING BANK N.V., LONDON BRANCH ) | Mariette Groen | PRINT NAME |
Director | Job title | |
/s/ Mike Sharman | Signature | |
Mike Sharman | PRINT NAME | |
Managing Director | Job title | |
ISSUING BANK
SIGNED for and on behalf of ) | /s/ Mariette Groen | Signature |
ING BANK N.V., LONDON BRANCH ) | Mariette Groen | PRINT NAME |
Director | Job title | |
/s/ Mike Sharman | Signature | |
Mike Sharman | PRINT NAME | |
Managing Director | Job title | |
SECURITY TRUSTEE
SIGNED for and on behalf of ) | /s/ Mariette Groen | Signature |
ING BANK N.V., LONDON BRANCH ) | Mariette Groen | PRINT NAME |
Director | Job title | |
/s/ Mike Sharman | Signature | |
Mike Sharman | PRINT NAME | |
Managing Director | Job title | |
Serious News for Serious Traders! Try StreetInsider.com Premium Free!
You May Also Be Interested In
- Invitation ordinary general meeting
- Salboy Launches Obsidian - 10th Property Development in Manchester City Centre
- DFDS APPOINTS KAREN DYRSKJØT BOESEN AS NEW CFO
Create E-mail Alert Related Categories
SEC FilingsSign up for StreetInsider Free!
Receive full access to all new and archived articles, unlimited portfolio tracking, e-mail alerts, custom newswires and RSS feeds - and more!
