EX-10.1



 Exhibit 10.1 

EXECUTION VERSION 
 AMENDMENT
NO. 5 TO SUPERPRIORITY SECURED DEBTOR-IN-POSSESSION CREDIT AGREEMENT 
 AMENDMENT NO. 5, dated as of November 22, 2016 (this
“Amendment”), in connection with that certain Superpriority Secured Debtor-In-Possession Credit Agreement dated as of April 18, 2016 and amended by Amendment No. 1 dated as of May 9, 2016, by Amendment No. 2
dated as of May 18, 2016, by Amendment No. 3 dated as of July 19, 2016 and by Amendment No. 4 dated as of October 11, 2016 (the “Existing Credit Agreement” and, as amended hereby, the “Credit
Agreement”) among, inter alios, PEABODY ENERGY CORPORATION, a Delaware corporation and a debtor and debtor-in-possession in the Cases (the “Borrower”), the SUBSIDIARY GUARANTORS party thereto from time
to time, certain of which are debtors and debtors-in-possession in the Cases, the LENDERS party thereto from time to time, the L/C ISSUER party thereto and Citibank, N.A., as Administrative Agent (the “Administrative Agent”).

 W I T N E S S E T H : 

WHEREAS, the parties hereto desire to amend the Existing Credit Agreement as set forth herein; 

NOW, THEREFORE, the parties hereto agree as follows: 

SECTION 1. Defined Terms; References. Unless otherwise specifically defined herein, each term used herein that is defined
in the Credit Agreement has the meaning assigned to such term in the Credit Agreement (or the Existing Credit Agreement, if context so requires). Each reference to “hereof”, “hereunder”, “herein” and “hereby”
and each other similar reference and each reference to “this Agreement” and each other similar reference contained in the Existing Credit Agreement shall, after this Amendment becomes effective, refer to the Credit Agreement as amended
hereby. Each reference to the “Credit Agreement” or “thereunder”, “thereof” or “therein” in respect of the Existing Credit Agreement, and each other similar reference, contained in any other Loan Document
shall, after this Amendment becomes effective, similarly refer to the Credit Agreement as amended hereby. 
 SECTION 2.
Amendment to the Existing Credit Agreement.  
 (a) Section 1.01 of the Existing Credit Agreement is hereby amended: 

(i) by deleting in their entirety the definitions of each of the terms “CNTA Dispute”, “CNTA Order Date”,
“Principal Properties” and “Principal Property Cap”; and 
 (ii) by amending and restating the definition
of the term “Tranche Voting Matter” in its entirety to read as follows: 







 “Tranche Voting Matter” means any amendment, modification or
waiver of any Loan Document that would (i) change any provision relating to expense reimbursement in respect of the Specified Lenders (as provided hereunder), (ii) expressly affect the Specified Lenders (in their capacity as Lenders)
directly, materially, adversely and disproportionately in relation to the other Lenders that are not Specified Lenders, (iii) amend, modify or waive the last sentence of Section 2.03(a)(i), but only to the extent such amendment,
modification or waiver is for the purpose of consenting to the issuance of Letters of Credit to backstop or replace Pre-Petition Letters of Credit in an amount greater than $20,000,000 (in the aggregate) or (iv) amend the definition of
“Tranche Voting Matter”. 
 (b) Section 6.19(c) of the Existing Credit Agreement is hereby amended and restated in its
entirety to read as follows: 
 (c) [Reserved]. 

(c) Section 6.19(d) of the Existing Credit Agreement is hereby amended by deleting the words “the date that is the later of
(i) thirty (30) days following the CNTA Order Date and (ii)”. 
 SECTION 3. Governing Law. This Amendment
shall be construed in accordance with and governed by the laws of the State of New York and (to the extent applicable) the Bankruptcy Code.  

SECTION 4. Counterparts. This Amendment may be signed in any number of counterparts, each of which shall be an original,
with the same effect as if the signatures thereto and hereto were upon the same instrument. 
 SECTION 5. Loan Document.
This Amendment shall constitute a Loan Document. 
 SECTION 6. Effectiveness. This Amendment shall become effective on
the date on which the Agent shall have received from each of the Borrower, the Required Lenders and the Agent a counterpart hereof signed by such party or facsimile or other written confirmation (in form satisfactory to the Agent) that such party
has signed a counterpart hereof. 
 [Remainder of this page left blank intentionally.] 

  
 2 








 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly
executed as of the date first above written. 
  

					
	 PEABODY ENERGY

CORPORATION, as the Borrower

		
	By:	 	 /s/ Walter L. Hawkins Jr.

		 	Name: Walter L. Hawking Jr.
		 	Title: Senior Vice President Finance



  
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Amendment No. 5] 








 GUARANTORS: 

AMERICAN LAND HOLDINGS OF NEW MEXICO, LLC 

COLORADO YAMPA COAL COMPANY, LLC 

EL SEGUNDO COAL COMPANY, LLC 

FOUR STAR HOLDINGS, LLC 
 GALLO
FINANCE COMPANY, LLC 
 HAYDEN GULCH TERMINAL, LLC 

JUNIPER COAL COMPANY, LLC 

MOFFAT COUNTY MINING, LLC 
 NEW
MEXICO COAL RESOURCES, LLC 
 NM EQUIPMENT COMPANY, LLC 

PEABODY AMERICA, LLC 
 PEABODY
COLORADO OPERATIONS, LLC 
 PEABODY COLORADO SERVICES, LLC 

PEABODY NATURAL RESOURCES COMPANY 

PEABODY NEW MEXICO SERVICES, LLC 

PEABODY ROCKY MOUNTAIN MANAGEMENT SERVICES, LLC 

PEABODY ROCKY MOUNTAIN SERVICES, LLC 

PEABODY SOUTHWESTERN COAL COMPANY, LLC 

PEABODY WILLIAMS FORK MINING, LLC 

SENECA PROPERTY, LLC 
 SOUTHWEST
COAL HOLDINGS, LLC 
 TWENTYMILE COAL, LLC 

TWENTYMILE EQUIPMENT COMPANY, LLC 

TWENTYMILE HOLDINGS, LLC 

AMERICAN LAND DEVELOPMENT, LLC 

AMERICAN LAND HOLDINGS OF COLORADO, LLC 

AMERICAN LAND HOLDINGS OF ILLINOIS, LLC 

AMERICAN LAND HOLDINGS OF INDIANA, LLC 

AMERICAN LAND HOLDINGS OF KENTUCKY, LLC 

AMERICAN LAND HOLDINGS OF WEST VIRGINIA, LLC 

ARID OPERATIONS INC. 
 BIG
RIDGE, INC. 
 BLACK HILLS MINING COMPANY, LLC 

BTU WESTERN RESOURCES, INC. 

CABALLO GRANDE, LLC 
 CASEYVILLE
DOCK COMPANY, LLC 
 CENTRAL STATES COAL RESERVES OF ILLINOIS, LLC 

  
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Amendment No. 5] 








 CENTRAL STATES COAL RESERVES OF INDIANA, LLC 

CENTURY MINERAL RESOURCES, INC. 

COAL RESERVE HOLDING LIMITED LIABILITY COMPANY NO. 1 

COALSALES II, LLC 
 CONSERVANCY
RESOURCES, LLC 
 COTTONWOOD LAND COMPANY 

CYPRUS CREEK LAND COMPANY 

CYPRUS CREEK LAND RESOURCES, LLC 

DYSON CREEK COAL COMPANY, LLC 

DYSON CREEK MINING COMPANY, LLC 

EMPIRE LAND HOLDINGS, LLC 

FALCON COAL COMPANY, LLC 

FRANCISCO EQUIPMENT COMPANY, LLC 

FRANCISCO LAND HOLDINGS COMPANY, LLC 

FRANCISCO MINING, LLC 
 GOLD
FIELDS CHILE, LLC 
 GOLD FIELDS MINING, LLC 

GOLD FIELDS ORTIZ, LLC 

HIGHWALL MINING SERVICES COMPANY 

HILLSIDE RECREATIONAL LANDS, LLC 

HMC MINING, LLC 
 ILLINOIS LAND
HOLDINGS, LLC 
 INDEPENDENCE MATERIAL HANDLING, LLC 

JAMES RIVER COAL TERMINAL, LLC 

KAYENTA MOBILE HOME PARK, INC. 

KENTUCKY SYNGAS, LLC 
 KENTUCKY
UNITED COAL, LLC 
 LIVELY GROVE ENERGY, LLC 

LIVELY GROVE ENERGY PARTNERS, LLC 

MARIGOLD ELECTRICITY, LLC 

MIDCO SUPPLY AND EQUIPMENT CORPORATION 

MIDWEST COAL ACQUISITION CORP. 

MIDWEST COAL RESERVES OF ILLINOIS, LLC 

MIDWEST COAL RESERVES OF INDIANA, LLC 

MIDWEST COAL RESERVES OF KENTUCKY, LLC 

MUSTANG ENERGY COMPANY, L.L.C. 

PACIFIC EXPORT RESOURCES, LLC 

PEABODY ARCHVEYOR, L.L.C. 

PEABODY ARCLAR MINING, LLC 

PEABODY ASSET HOLDINGS, LLC 

PEABODY BEAR RUN MINING, LLC 

PEABODY BEAR RUN SERVICES, LLC 

PEABODY CABALLO MINING, LLC 

  
 [Signature Page to
Amendment No. 5] 








 PEABODY CARDINAL GASIFICATION, LLC 

PEABODY CHINA, LLC 
 PEABODY
COALSALES, LLC 
 PEABODY COALTRADE, LLC 

PEABODY COALTRADE INTERNATIONAL (CTI), LLC 

PEABODY COULTERVILLE MINING, LLC 

PEABODY DEVELOPMENT COMPANY, LLC 

PEABODY ELECTRICITY, LLC 

PEABODY EMPLOYMENT SERVICES, LLC 

PEABODY ENERGY GENERATION HOLDING COMPANY 

PEABODY ENERGY INVESTMENTS, INC. 

PEABODY ENERGY SOLUTIONS, INC. 

PEABODY GATEWAY NORTH MINING, LLC 

PEABODY GATEWAY SERVICES, LLC 

PEABODY GLOBAL FUNDING, LLC 

PEABODY HOLDING COMPANY, LLC 

PEABODY ILLINOIS SERVICES, LLC 

PEABODY INDIANA SERVICES, LLC 

PEABODY INTERNATIONAL INVESTMENTS, INC. 

PEABODY INTERNATIONAL SERVICES, INC. 

PEABODY INVESTMENTS CORP. 

PEABODY MAGNOLIA GROVE HOLDINGS, LLC 

PEABODY MIDWEST MANAGEMENT SERVICES, LLC 

PEABODY MIDWEST MINING, LLC 

PEABODY MIDWEST OPERATIONS, LLC 

PEABODY MIDWEST SERVICES, LLC 

PEABODY MONGOLIA, LLC 
 PEABODY
NATURAL GAS, LLC 
 PEABODY OPERATIONS HOLDING, LLC 

PEABODY POWDER RIVER MINING, LLC 

PEABODY POWDER RIVER OPERATIONS, LLC 

PEABODY POWDER RIVER SERVICES, LLC 

PEABODY POWERTREE INVESTMENTS, LLC 

PEABODY RECREATIONAL LANDS, L.L.C. 

PEABODY SCHOOL CREEK MINING, LLC 

PEABODY SERVICES HOLDINGS, LLC 

PEABODY SOUTHWEST, LLC 
 PEABODY
TERMINAL HOLDING COMPANY, LLC 
 PEABODY TERMINALS, LLC 

PEABODY TROUT CREEK RESERVOIR LLC 

PEABODY VENEZUELA COAL CORP. 

PEABODY VENTURE FUND, LLC 

PEABODY WILD BOAR MINING, LLC 

PEABODY WILD BOAR SERVICES, LLC 

  
 [Signature Page to
Amendment No. 5] 








 PEABODY WYOMING GAS, LLC 

PEABODY WYOMING SERVICES, LLC 

PEABODY-WATERSIDE DEVELOPMENT, L.L.C. 

PEC EQUIPMENT COMPANY, LLC 
 PG
INVESTMENTS SIX, L.L.C. 
 POINT PLEASANT DOCK COMPANY, LLC 

POND RIVER LAND COMPANY 

PORCUPINE PRODUCTION, LLC 

PORCUPINE TRANSPORTATION, LLC 

RIVERVIEW TERMINAL COMPANY 

SAGE CREEK LAND & RESERVES, LLC 

SCHOOL CREEK COAL RESOURCES, LLC 

SHOSHONE COAL CORPORATION 
 STAR
LAKE ENERGY COMPANY, L.L.C. 
 SUGAR CAMP PROPERTIES, LLC 

THOROUGHBRED GENERATING COMPANY, LLC 

THOROUGHBRED MINING COMPANY, L.L.C. 

UNITED MINERALS COMPANY, LLC 

WEST ROUNDUP RESOURCES, LLC 

WILD BOAR EQUIPMENT COMPANY, LLC 

WILD BOAR LAND HOLDINGS COMPANY, LLC 
  

			
	By:	 	 /s/ James A. Tichenor

	Name: James A. Tichenor
	Title: Vice President and Treasurer


  
 [Signature Page to
Amendment No. 5] 








 
			
	BIG SKY COAL COMPANY, as a Guarantor
		
	By:	 	 /s/ Michael J. Jasutis

		 	Name: Michael J. Jasutis
		 	Title: Treasurer



  
 [Signature Page to
Amendment No. 5] 








 
			
	PEABODY SAGE CREEK MINING, LLC, as a                         Guarantor
		
	By:	 	 /s/ Eric J. Baltz

	Name: Eric J. Baltz
	Title: Treasurer



  
 [Signature Page to
Amendment No. 5] 








 
			
	PEABODY TWENTYMILE MINING, LLC, as a
                            Guarantor
		
	By:	 	 /s/ John R. Schwartze

	Name: John R. Schwartze
	Title: Treasurer



  
 [Signature Page to
Amendment No. 5] 








 
			
	PEABODY WESTERN COAL COMPANY, as a
                                Guarantor
		
	By:	 	 /s/ Douglas D. Loucks

		 	Name: Douglas D. Loucks
		 	Title: Treasurer



  
 [Signature Page to
Amendment No. 5] 








 
			
	SAGE CREEK HOLDINGS, LLC, as a Guarantor
		
	By:	 	 /s/ Mark A. Scimio

	Name: Mark A. Scimio
	Title: President



  
 [Signature Page to
Amendment No. 5] 








 
			
	SENECA COAL COMPANY, LLC, as a Guarantor
		
	By:	 	 /s/ Kurt A. Jones

		 	Name: Kurt A. Jones
		 	Title: Treasurer



  
 [Signature Page to
Amendment No. 5] 








 
					
	 CITIBANK, N.A., as Administrative

      Agent

		
	By:	 	 /s/ Allister Chan

		 	Name: Allister Chan
		 	Title:   Vice President



  
 [Signature Page to
Amendment No. 5] 








 
			
	 APOLLO TR ENHANCED LEVERED

        YIELD LLC,

        as a Lender

		
	By:	 	Apollo Total Return Enhanced
		 	 Management LLC,
 its investment
manager

		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President
	
	IVY APOLLO MULTI-ASSET
	         INCOME FUND

        as a Lender

		
	By:	 	Apollo Credit Management, LLC,
		 	its investment manager
		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President
	
	IVY APOLLO STRATEGIC INCOME
	         FUND

        as a Lender

		
	By:	 	Apollo Credit Management, LLC,
		 	its investment manager
		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President



  
 [Signature Page to
Amendment No. 5] 








 
			
	APOLLO FRANKLIN
	         PARTNERSHIP, L.P.,

        as a Lender

		
	By:	 	Apollo Franklin Management, LLC,
		 	its investment manager
		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President
	
	APOLLO UNION STREET
	         PARTNERS, L.P.,

        as a Lender

		
	By:	 	Apollo Union Street Management,
		 	 LLC,
 its investment
manager

		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:  Vice President
	
	 APOLLO LINCOLN PRIVATE CREDIT

        FUND, L.P.,

        as a Lender

		
	By:	 	Apollo Lincoln Private Credit
		 	 Management, LLC,
 its investment
manager

		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President



  
 [Signature Page to
Amendment No. 5] 








 
			
	APOLLO THUNDER PARTNERS,
	 L.P.,
 as a
Lender

		
	By:	 	Apollo Thunder Management, LLC,
		 	its investment manager
		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President
	
	APOLLO A-N CREDIT FUND
	        (DELAWARE), L.P.,
	        as a Lender
		
	By:	 	Apollo A-N Credit Management,
		 	 LLC,
 its investment
manager

		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President
	
	 AESI (HOLDINGS) II, L.P.,

        as a Lender

		
	By:	 	Apollo European Strategic
		 	 Management, L.P.
 its investment
manager

		
	By:	 	Apollo European Strategic
		 	 Management GP, LLC,
 its general
partner

		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President



  
 [Signature Page to
Amendment No. 5] 








 
			
	APOLLO HERCULES PARTNERS,
	         L.P.,

        as a Lender

		
	By:	 	Apollo Hercules Management, LLC,
		 	its investment manager
		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President
	
	APOLLO MOULTRIE CREDIT
	         FUND, L.P.,

        as a Lender

		
	By:	 	Apollo Moultrie Credit Fund
		 	 Management, LLC,
 its investment
manager

		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President
	
	APOLLO ZEUS STRATEGIC
	         INVESTMENTS, L.P.,

        as a Lender

		
	By:	 	Apollo Zeus Strategic Management,
		 	 LLC,
 its investment
manager

		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President



  
 [Signature Page to
Amendment No. 5] 








 
			
	APOLLO CREDIT STRATEGIES
	         MASTER FUND LTD.,

        as a Lender

		
	By:	 	Apollo ST Fund Management LLC,
		 	its investment manager
		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President
	
	APOLLO TACTICAL VALUE SPN
	         INVESTMENTS, L.P.,

        as a Lender

		
	By:	 	Apollo Tactical Value SPN
		 	 Management, LLC,
 its investment
manager

		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President
	
	APOLLO CREDIT MASTER FUND
	         LTD.

        as a Lender

		
	By:	 	Apollo ST Fund Management, LLC,
		 	its investment manager
		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President



  
 [Signature Page to
Amendment No. 5] 








 
			
	APOLLO TR OPPORTUNISTIC LTD,
	        as a Lender
		
	By:	 	Apollo Total Return Enhanced
		 	 Management LLC,
 its investment
manager

		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President
		
	By:	 	Apollo Total Return Management LLC,
		 	 Management LLC,
 its investment
manager

		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President



  
 [Signature Page to
Amendment No. 5] 








 
			
	APOLLO CREDIT OPPORTUNITY
	         TRADING FUND III,

        as a Lender

		
	By:	 	Apollo Credit Opportunity Fund
		 	 (Offshore) III LP,
 its general
partner

		
	By:	 	Apollo Credit Opportunity
		 	 Management III LLC,
 its investment
manager

		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President
		
	By:	 	Apollo Credit Opportunity Fund III
		 	 LP,
 its general partner

		
	By:	 	Apollo Credit Opportunity
		 	 Management III LLC,
 its investment
manager

		
	By:	 	 /s/ Joseph D. Glatt

		 	Name: Joseph D. Glatt
		 	Title:   Vice President



  
 [Signature Page to
Amendment No. 5] 








 
			
	Aurelius Capital Master, Ltd.
		
	By:	 	Aurelius Capital Management, LP,
		 	solely as investment manager and not in its individual capacity
		
	By:	 	 /s/ Dan Gropper

		 	Name: Dan Gropper
		 	Title:   Managing Director



  
 [Signature Page to
Amendment No. 5] 








 
			
	ACP Master, Ltd.
		
	By:	 	Aurelius Capital Management, LP,
		 	solely as investment manager and not in its individual capacity
		
	By:	 	 /s/ Dan Gropper

		 	Name: Dan Gropper
		 	Title:   Managing Director



  
 [Signature Page to
Amendment No. 5] 








 
			
	CFPI LOANHALL LOAN
	as a Lender
		
	By:	 	 /s/ Brian S. Broyles

	Name:
	Title: Brian S. Broyles – Authorized Signatory



  
 [Signature Page to
Amendment No. 5] 








 
			
	ELLIOTT ASSOCIATES, L.P.
	as a Lender
	
	Elliott Associates, L.P.
	By:	 	Elliott Capital Advisors, L.P., as general partner
	By:	 	Braxton Associates, Inc., as general partner
		
	By:	 	 /s/ Elliot Greenberg

	By:	 	Elliot Greenberg, Vice President
		 	  Name:
		 	  Title:


 If second signature required: 

 

			
	 [NAME OF LENDER],

        as a Lender

		
	By:	 	
	Name:	 	
	Title:	 	



  
 [Signature Page to
Amendment No. 5] 








 
			
	ELLIOTT INTERNATIONAL, L.P.
	as a Lender
	
	ELLIOTT INTERNATIONAL, L.P.
	By:	 	        Elliott International Capital Advisors Inc.
	as attorney-in-fact
		
	By:	 	 /s/ Elliot Greenberg

	By:	 	Elliot Greenberg, Vice President
	Name:
	Title:


 If second signature required: 

 

			
	 [NAME OF LENDER],

        as a Lender

		
	By:	 	  

		 	Name:
		 	Title:



  
 [Signature Page to
Amendment No. 5] 








 
			
	 ELLIOTT MANAGEMENT

CORPORATION

	as a Lender
		
	By:	 	 /s/ Elliot Greenberg

	By:	 	    Elliot Greenberg, Vice President
	Name:
	Title:


 If second signature required: 

 

			
	 [NAME OF LENDER],

        as a Lender

		
	 By:
	 	  

		 	Name:
		 	Title:



  
 [Signature Page to
Amendment No. 5] 








 
			
	ZIFF INVESTMENTS LIMITED
	        as a Lender
		
	By:	 	 /s/ Elliot Greenberg

		 	Name: Elliot Greenberg
		 	Title: Vice President


 If second signature required: 

 

			
	 [NAME OF LENDER],

        as a Lender

		
	By:	 	  

		 	Name:
		 	Title:



  
 [Signature Page to
Amendment No. 5] 








 
			
	GN3 SIP Limited
	
	 By: GoldenTree Asset Management, LP,

as a Lender

		
	By:	 	 /s/ Karen Weber

		 	Name: Karen Weber
		 	Title: Director – Bank Debt



  
 [Signature Page to
Amendment No. 5] 








 
			
	San Bernardino County Employees’
	Retirement Association
	
	 By: GoldenTree Asset Management, LP,

as a Lender

		
	By:	 	 /s/ Karen Weber

		 	Name: Karen Weber
		 	Title: Director – Bank Debt



  
 [Signature Page to
Amendment No. 5] 








 
			
	GoldenTree 2004 Trust
	
	 By: GoldenTree Asset Management, LP,

as a Lender

		
	By:	 	 /s/ Karen Weber

		 	Name: Karen Weber
		 	Title: Director – Bank Debt



  
 [Signature Page to
Amendment No. 5] 








 
			
	GT NM, LP
	
	 By: GoldenTree Asset Management, LP,

as a Lender

		
	By:	 	 /s/ Karen Weber

		 	Name: Karen Weber
		 	Title: Director – Bank Debt



  
 [Signature Page to
Amendment No. 5] 








 
			
	Stellar Performer Global Series: Series
	G – Global Credit
	
	 By: GoldenTree Asset Management, LP,

as a Lender

		
	By:	 	 /s/ Karen Weber

		 	Name: Karen Weber
		 	Title: Director – Bank Debt



  
 [Signature Page to
Amendment No. 5] 








 
			
	GoldenTree Credit Opportunities 2014-
	I Financing, Limited
	
	 By: GoldenTree Asset Management, LP,

as a Lender

		
	By:	 	 /s/ Karen Weber

		 	Name: Karen Weber
		 	Title: Director – Bank Debt



  
 [Signature Page to
Amendment No. 5] 








 
			
	GoldenTree Insurance Fund Series
	Interests of the SALI Multi-Series Fund,
	LP
	
	 By: GoldenTree Asset Management, LP,

as a Lender

		
	By:	 	 /s/ Karen Weber

		 	Name: Karen Weber
		 	Title: Director – Bank Debt



  
 [Signature Page to
Amendment No. 5] 








 
							
		 		 	[NAME OF LENDER] Macquarie Bank,
		 		 		 	as a Lender
				
		 		 	By:	 	 /s/ Donald Carrillo

		 		 		 	Name: Donald Carrillo
		 		 		 	Title: Division Director
	
	If second signature required:
			
		 		 	 [NAME OF LENDER] Macquarie Bank,

        as a Lender

				
		 		 	By:	 	 /s/ Jennifer Coyle

		 		 		 	Name: Jennifer Coyle
		 		 		 	Title: Division Director



  
 [Signature Page to
Amendment No. 5] 








 
							
		 		 	Mason Capital LP
		 		 		 	as a Lender
				
		 		 	By:	 	 /s/ John C. Grizzetti

		 		 		 	Name: John C. Grizzetti
		 		 		 	Title: Chief Operating Officer
	
	If second signature required:
			
		 		 	 [NAME OF LENDER],

        as a Lender

				
		 		 	By:	 	  

		 		 		 	Name:
		 		 		 	Title:



  
 [Signature Page to
Amendment No. 5] 








 
							
		 		 	Mason Capital Master Fund LP
		 		 		 	as a Lender
				
		 		 	By:	 	 /s/ John C. Grizzetti

		 		 		 	Name: John C. Grizzetti
		 		 		 	Title: Chief Operating Officer
	
	If second signature required:
			
		 		 	 [NAME OF LENDER],

        as a Lender

				
		 		 	By:	 	  

		 		 		 	Name:
		 		 		 	Title:



  
 [Signature Page to
Amendment No. 5] 








 
			
	MIDTOWN ACQUISITIONS L.P.
	By:	 	Midtown Acquisitions GP LLC
		 	as a Lender
		
	By:	 	 /s/ Morgan Blackwell

		 	Name: Morgan Blackwell
		 	Title: Authorized Signatory



  
 [Signature Page to
Amendment No. 5] 








 
			
	Monarch Master Funding Ltd
	
	By:    Monarch Alternative Capital LP
	
	 Its: Advisor
  

        as a Lender

		
	By:	 	 /s/ Patrick Bartels

		 	Name: Patrick Bartels
		 	Title: Managing Principal



  
 [Signature Page to
Amendment No. 5] 








 
			
	Whitebox Asymmetric Partners, LP
		 	as a Lender
		
	By:	 	 /s/ Mark Strefling

		 	Name: Mark Strefling
		 	Title:    Chief Operating Officer & General Counsel
	
	 Whitebox Relative Value Partners, LP

        as a Lender

		
	By:	 	 /s/ Mark Strefling

		 	Name: Mark Strefling
		 	Title:    Chief Operating Officer & General Counsel
	
	 Whitebox Credit Partners, LP

        as a Lender

		
	By:	 	 /s/ Mark Strefling

		 	Name: Mark Strefling
		 	Title:    Chief Operating Officer & General Counsel
	
	Whitebox Special Opportunities Fund,
		 	 LP Series O
 as a Lender

		
	By:	 	 /s/ Mark Strefling

		 	Name: Mark Strefling
		 	Title:    Chief Operating Officer & General Counsel



  
 [Signature Page to
Amendment No. 5] 








 
			
	Whitebox KFA Advantage LLC
		 	as a Lender
		
	By:	 	 /s/ Mark Strefling

		 	Name: Mark Strefling
		 	Title:    Chief Operating Officer & General Counsel
	
	 Whitebox Multi-Strategy Partners, LP

        as a Lender

		
	By:	 	 /s/ Mark Strefling

		 	Name: Mark Strefling
		 	Title:    Chief Operating Officer & General Counsel
	
	 Whitebox Institutional Partners, LP

        as a Lender

		
	By:	 	 /s/ Mark Strefling

		 	Name: Mark Strefling
		 	Title:    Chief Operating Officer & General Counsel
	
	 Pandora Select Partners, LP

        as a Lender

		
	By:	 	 /s/ Mark Strefling

		 	Name: Mark Strefling
		 	Title:    Chief Operating Officer & General Counsel



  
 [Signature Page to
Amendment No. 5]