EX-10.1






Exhibit 10.1




SEVENTH AMENDMENT TO

AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT




SEVENTH AMENDMENT, dated as of February 27, 2008, but effective as of December 31, 2008 (this
"Amendment”), to the Amended and Restated Loan and Security Agreement, dated as of July 3,
2007, as amended by the First Amendment dated as of October 3, 2007, by the Second Amendment dated
as of January 25, 2008, by the Third Amendment dated as of March 24, 2008, by the Fourth Amendment
dated as of May 1, 2008, by the Fifth Amendment dated as of July 15, 2008 and by the Sixth
Amendment dated as of September 15, 2008 (the “Loan Agreement”), by and among, on the one
hand, the lenders identified on the signature pages thereof (such lenders, together with their
respective successors and permitted assigns, are referred to hereinafter each individually as a
"Lender” and collectively as the “Lenders”), and WELLS FARGO FOOTHILL, INC.
(“Foothill”), a California corporation, as the arranger and administrative agent for the
Lenders (in such capacity, together with its successors and assigns in such capacity,
"Agent”), and, on the other hand, METALICO, INC., a Delaware corporation
(“Parent”), and each of Parent’s Subsidiaries identified on the signature pages thereof
(such Subsidiaries, together with Parent, are referred to hereinafter each individually as a
"Borrower”, and collectively, jointly and severally, as the “Borrowers”).



WHEREAS, the Loan Parties, Agent and the Lenders wish to amend certain terms and provisions of
the Loan Agreement subject to the terms and conditions of this Amendment.



NOW, THEREFORE, in consideration of the premises and of the mutual covenants, agreements and
conditions hereinafter set forth, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:



1. Capitalized Terms. All capitalized terms used in this Amendment
(including, without limitation, in the recitals hereto) and not otherwise defined shall have their
respective meanings set forth in the Loan Agreement.



2. Recitals. The third recital on the first page of the Loan Agreement is
hereby amended by deleting the reference to “$78,000,000” from the fifth line thereof and inserting
“$60,000,000” in lieu thereof.



3. Existing Defined Terms in the Loan Agreement. Section 1.1 of the
Loan Agreement is hereby amended as follows:



(a) The definition of the term “Base Rate Revolver Margin” is hereby amended in its
entirety to read as follows:



"'Base Rate Revolver Margin’ means 1.25 percentage points.”



(b) The definition of the term “LIBOR Rate Revolver Margin” is hereby amended in its
entirety to read as follows:



"'LIBOR Rate Revolver Margin’ means 3.00 percentage points.”



(c) The definition of the term “Maximum Revolver Amount” is hereby amended in its
entirety to read as follows:



"'Maximum Revolver Amount’ means $60,000,000.”



(d) The definition of the term “Premium Amount” is hereby amended as follows:



The reference to “$78,000,000” from the second line thereof is hereby deleted and
“$60,000,000” is inserted in lieu therefor.



(e) By deleting in its entirety each of the definitions of “Facilities Increase”,
“Facilities Increase Loan” and “Facilities Increase Loan Commitment”.



4. New Defined Terms. The following defined terms are hereby added to
Section 1.1 of the Loan Agreement:



(a) The definition of the term “Ableco Loan Prepayments” is hereby inserted, in
appropriate alphabetical order, to read as follows:



"'Ableco Loan Prepayments’ has the meaning set forth in Section 7.8(a).”



(b) The definition of the term “First Ableco Loan Prepayment” is hereby inserted, in
appropriate alphabetical order, to read as follows:



"'First Ableco Loan Prepayment’ has the meaning set forth in Section 7.8(a).”



(c) The definition of the term “Second Ableco Loan Prepayment” is hereby inserted,
in appropriate alphabetical order, to read as follows:



"'Second Ableco Loan Prepayment’ has the meaning set forth in Section 7.8(a).”



(d) The definition of the term “Seventh Amendment Effective Date” is hereby
inserted, in appropriate alphabetical order, to read as follows:



"'Seventh Amendment Effective Date’ means the date on which all of the conditions
precedent to the effectiveness of the Seventh Amendment to this Agreement dated as of February 27,
2009, but effective as of December 31, 2008, by and among Borrowers, the Lenders and Agent, have
been fulfilled or waived.”



(e) The definition of the term “Third Ableco Loan Prepayment” is hereby inserted, in
appropriate alphabetical order, to read as follows:



"'Third Ableco Loan Prepayment’ has the meaning set forth in Section 7.8(a).”



(f) The definition of the term “Third Ableco Loan Prepayment Reserve” is hereby
inserted, in appropriate alphabetical order, to read as follows:



"'Third Ableco Loan Prepayment Reserve’ has the meaning set forth in Section
2.1(b).”



5. Revolver Advances. The following is appended at the end of Section
2.1(b):



“Moreover, in addition to the foregoing reserves, the Borrowers acknowledge
that on the date of the Third Ableco Loan Prepayment, Agent shall establish
a permanent reserve against the Borrowing Base in the amount of $5,000,000
(the “Third Ableco Loan Prepayment Reserve”).”



6. Term Loans.



(a) Section 2.2(b) of the Loan Agreement is hereby amended by inserting the word
“not” in the penultimate line thereof immediately following the phrase “repaid or prepaid by
Borrowers may”.



(b) Section 2.2(d) of the Loan Agreement is hereby deleted in its entirety.



7. Reporting Requirements. Section 6.3(a) of the Loan Agreement is hereby
amended by deleting the reference to “45 days” in the first line thereof and inserting “40 days” in
lieu thereof.



8. Indebtedness. Section 7.1(h) of the Loan Agreement is hereby amended by
inserting the following in sub-clause (ii) thereof immediately following the phrase “any
prepayments or repayments of the principal amount of such Indebtedness”:



”, including, but not limited to the Ableco Loan Prepayments,”.



9. Prepayments and Amendments. Section 7.8(a) of the Loan Agreement is
hereby by inserting the following in the last line thereof immediately following the phrase “of the
Obligations”:



”; provided, however, that notwithstanding anything to the
contrary contained in clauses (x) or (y) above, so long as no
Default or Event of Default has occurred and is continuing or would result
therefrom, during the Fiscal Year 2009, the Borrowers may make the following
prepayments in respect of the Ableco Loans: (A) a prepayment in respect of
the Ableco Loans in an amount not to exceed $5,000,000 on the Seventh
Amendment Effective Date (the “First Ableco Loan Prepayment”); and
(B) on and after the receipt by Agent and the Lenders of the financial
statements of the Borrowers that are required to be delivered pursuant to
Section 6.3(a) for the fiscal quarter ended (I) March 31, 2009, a
prepayment in respect of the Ableco Loans in an amount not to exceed
$5,000,000 (the “Second Ableco Loan Prepayment”) and (II) June 30,
2009, a prepayment in respect of the Ableco Loans in an amount not to exceed
$5,000,000 (the “Third Ableco Loan Prepayment” and together with the
First Ableco Loan Prepayment and the Second Ableco Loan Prepayment, the
“Ableco Loan Prepayments”).”



10. Financial Covenants. Section 7.20(a)(i) of the Loan Agreement is hereby
amended in its entirety to read as follows:



"(i) Minimum EBITDA. EBITDA, measured on a fiscal quarter-end basis, of not less than
the required amount set forth in the following table for the applicable period set forth opposite
thereto:



	 	 	 	 	 
	Applicable Amount
	 	Applicable Period

	 	 	 	 	 

	$	53,096,000	 	 	For the 12 month period ending

December 31, 2008

	 	 	 	 	 

	$	33,212,000	 	 	For the 12 month period ending

March 31, 2009

	 	 	 	 	 

	 	($3,743,000	)	 	For the 12 month period ending

June 30, 2009

	 	 	 	 	 

	 	($2,337,000	)	 	For the 12 month period ending

September 30, 2009

	 	 	 	 	 

	$	33,509,000	 	 	For the 12 month period ending

December 31, 2009

	 	 	 	 	 








Agent shall establish required minimum amounts for each 12-month period ending on the
last day of each fiscal quarter after December 31, 2009 on such basis as Agent may determine
in its Permitted Discretion, consistent with methods employed to establish minimum amounts
for prior periods; provided, that if Agent and Borrowers cannot agree on such
Projections, for purposes of this Section 7.20(a)(i), Borrowers’ projected EBITDA
for such 12 month period shall not be less than $33,509,000.”



11. Fixed Charge Coverage Ratio. Section 7.20(a)(ii) of the Loan Agreement
is hereby amended in its entirety to read as follows:



"(ii) Fixed Charge Coverage Ratio. A Fixed Charge Coverage Ratio, measured on a
month-end basis, of not less than the applicable ratio set forth in the following table for the
applicable period set forth opposite thereto:



	 	 	 
	Fixed Charge Coverage Ratio
	 	Applicable Period

	 
	 	 

	1.000:1.00
	 	For the 12 month period ending

December 31, 2008

	 
	 	 

	1.434:1.00
	 	For the 12 month period ending

January 31, 2009

	 
	 	 

	0.838:1.00
	 	For the 12 month period ending

February 28, 2009

	 
	 	 

	0.521:1.00
	 	For the 12 month period ending

March 31, 2009

	 
	 	 

	0.013:1.00
	 	For the 12 month period ending

April 30, 2009

	 
	 	 

	(0.198):1.00
	 	For the 12 month period ending

May 31, 2009

	 
	 	 

	(0.363):1.00
	 	For the 12 month period ending

June 30, 2009

	 
	 	 

	(0.615):1.00
	 	For the 12 month period ending

July 31, 2009

	 
	 	 

	(0.450):1.00
	 	For the 12 month period ending

August 31, 2009

	 
	 	 

	(0.237):1.00
	 	For the 12 month period ending

September 30, 2009

	 
	 	 

	(0.008):1.00
	 	For the 12 month period ending

October 31, 2009

	 
	 	 

	0.149:1.00
	 	For the 12 month period ending

November 30, 2009

	 
	 	 

	0.535:1.00
	 	For the 12 month period ending

December 31, 2009

	 
	 	 

	1.00:1.00
	 	For the 12 month period ending

January 31, 2010 and on the last day of each

month thereafter

	 
	 	 







12. Capital Expenditures. Section 7.20(b) of the Loan Agreement is hereby
amended in its entirety to read as follows:



"(b) Capital Expenditures. Make capital expenditures (i) in Fiscal Year 2007 in
excess of $12,000,000, (ii) in Fiscal Year 2008 in excess of $17,500,000, (iii) in Fiscal Year 2009
in excess of $6,325,000 and (iv) in excess of $6,000,000 for any fiscal year after 2009 (subject to
the last sentence of this Section 7.20(b)), plus for any fiscal year after 2009, so
long as no Event of Default shall have occurred and be continuing, the Permitted Carry-Forward (as
hereinafter defined). For purposes of this Section 7.20(b), “Permitted
Carry-Forward” shall mean, for any fiscal year after 2009, an amount equal to the lesser of
(x) $750,000 and (y) the amount (if any) by which the aggregate maximum amount of capital
expenditures that Borrowers may make during the immediately preceding fiscal year pursuant to this
Section 7.20(b) exceeded the actual amount of capital expenditures made by Borrowers during
such fiscal year. The aggregate maximum amount of capital expenditures that Borrowers may make
during fiscal years after 2009 shall not exceed the aggregate projected amount of Borrowers’
capital expenditures for each such fiscal year as set forth in the Projections delivered to Agent
in accordance with Section 6.3(c), which Projections are in form and substance acceptable
to Agent; provided, that if Agent and Borrowers cannot agree on such Projections, for
purposes of this Section 7.20(b), the aggregate projected amount of Borrowers’ capital
expenditures for each such fiscal year shall not exceed the amounts set forth in clause
(iv) of this Section 7.20(b).”



13. Schedules. The schedules to the Loan Agreement are hereby amended by
amending and restating Schedule C-1 in its entirety to read as set forth in Exhibit
A hereto.



14. Conditions. This Amendment shall become effective only upon
satisfaction in full of the following conditions precedent (the first date upon which all such
conditions have been satisfied being herein called the “Seventh Amendment Effective Date”):



(a) Representations and Warranties; No Event of Default. The
representations and warranties contained herein, in Section 5 of the Loan Agreement and in each
other Loan Document and certificate or other writing delivered to Agent and the Lenders pursuant
hereto on or prior to the Seventh Amendment Effective Date shall be correct in all material
respects on and as of the Seventh Amendment Effective Date as though made on and as of such date
(except to the extent that such representations and warranties expressly relate solely to an
earlier date in which case such representations and warranties shall be true and correct on and as
of such date), and no Default or Event of Default shall have occurred and be continuing on the
Seventh Amendment Effective Date or would result from this Amendment becoming effective in
accordance with its terms, unless any such Event of Default has previously been waived in
accordance with Section 15 of the Loan Agreement.



(b) Prepayment of the Term Loans. Borrowers shall have paid to Agent, in
immediately available funds for the benefit of Agent and the Lenders, all outstanding principal
amounts and all accrued and unpaid interest in respect of the Term Loans. Borrowers acknowledge
that on and as of February 27, 2009, (i) the unpaid principal amount of the Term Loan A totaled
$4,971,915.25, (ii) the unpaid principal amount of the Term Loan B totaled $0 and (iii) the unpaid
principal amount of the Term Loan C totaled $5255,833.31.



(c) Amendment Fee. Borrowers shall have paid to Agent, in immediately
available funds for the benefit of the Lenders in accordance with their Pro Rata Share, the fees
set forth in the fee letter dated the date hereof (the “Seventh Amendment Fee Letter”).



(d) Delivery of Documents. Agent shall have received on or before the
Seventh Amendment Effective Date the following, each in form and substance reasonably satisfactory
to Agent and, unless indicated otherwise, dated the Seventh Amendment Effective Date:




(i) counterparts of this Amendment and the Seventh Amendment Fee
Letter, duly executed by each Loan Party and each Lender;




(ii) an amendment to the Fee Letter duly executed by each Loan Party;




(iii) duly executed amendments to the Ableco Loan Agreement and the
Ableco Intercreditor Agreement, each in form and substance satisfactory to the
Agent;




(iv) a copy of the resolutions of each Loan Party, certified as of
the Seventh Amendment Effective Date by an authorized officer thereof, authorizing
the execution, delivery and performance by such Loan Party of this Amendment and the
other Loan Documents to be executed and delivered pursuant hereto to which such Loan
Party is a party, and the performance of the Loan Agreement, as amended;




(v) a certificate of an authorized officer of each Loan Party
certifying the names and true signatures of the representatives of such Loan Party
authorized to sign this Amendment and the other documents to be executed and
delivered by such Loan Party in connection herewith, together with evidence of the
incumbency of such authorized officers;




(vi) certificates of an authorized officer of each Loan Party
certifying either that (A) attached thereto is a complete and correct copy of the
Governing Documents of such Loan Party or (B) the Governing Documents of such Loan
Party previously delivered to the Agent in connection with the closing of the Loan
Agreement remain true and correct and in full force and effect without amendment as
of the Seventh Amendment Effective Date; and




(vii) such other agreements, instruments, approvals, opinions and
other documents as Agent may reasonably request.



(e) Proceedings. All proceedings in connection with the transactions
contemplated by this Amendment, and all documents incidental thereto, shall be reasonably
satisfactory to Agent, and Agent shall have received all such information and such counterpart
originals or certified copies of documents, and such other agreements, instruments, approvals,
opinions and other documents, as Agent may reasonably request.



15. Interest Rate Calculation. The parties hereto acknowledge and agree
that the amendments set forth in Sections 3(a) and (b) shall become effective on and as of February
27, 2009.



16. Representations and Warranties. Each Loan Party represents and warrants
as follows:



(a) Except as previously disclosed in writing to Agent and the Lenders: (i) the
representations and warranties made by such Loan Party herein, in the Loan Agreement and in each
other Loan Document and certificate or other writing delivered to Agent on or prior to the Seventh
Amendment Effective Date shall be correct and accurate on and as of the Seventh Amendment Effective
Date as though made on and as of such date (except to the extent that such representations and
warranties expressly relate solely to an earlier date in which case such representations and
warranties shall be true and correct on and as of such date); and (ii) no Default or Event of
Default shall have occurred and be continuing on the Seventh Amendment Effective Date or would
result from this Amendment becoming effective in accordance with its terms.



(b) Each of the Loan Parties (i) is duly organized, validly existing and in good
standing under the laws of the jurisdiction of its organization, (ii) has all requisite power and
authority to execute, deliver and perform this Amendment, and to perform the Loan Agreement, as
amended hereby and each other Loan Document, and (iii) is duly qualified to do business and is in
good standing in each jurisdiction where the failure to be so qualified and in good standing
reasonably could be expected to cause a Material Adverse Change.



(c) The execution, delivery and performance by each Loan Party of this Amendment,
and the performance by each such Loan Party of the Loan Agreement, as amended hereby and each other
Loan Document, (i) have been duly authorized by all necessary action, (ii) do not and will not
contravene such Loan Party’s charter or by-laws, any applicable law or any contractual restriction
binding on or otherwise affecting it or any of its properties, (iii) do not and will not result in
or require the creation of any lien or other encumbrance (other than pursuant to any Loan
Documents) upon or with respect to any of its properties, and (iv) do not and will not result in
any suspension, revocation, impairment, forfeiture or nonrenewal of any permit, license,
authorization or approval applicable to its operations or any of its properties.



(d) No authorization or approval or other action by, and no notice to or filing
with, any Governmental Authority or agency or other regulatory body is required in connection with
the due execution, delivery and performance by such Loan Party of this Amendment, or for the
performance of the Loan Agreement, as amended hereby.



(e) This Amendment, the Loan Agreement, as amended hereby, and each other Loan
Document to which such Loan Party is a party is a legal, valid and binding obligation of such Loan
Party, enforceable against such Loan Party in accordance with its terms, except as such
enforceability may be limited by equitable principles or by or subject to any bankruptcy,
insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally.



17. Continued Effectiveness of the Loan Agreement.



(a) Except as otherwise expressly provided herein, the Loan Agreement and the other
Loan Documents are, and shall continue to be, in full force and effect and are hereby ratified and
confirmed in all respects, except that on and after the Seventh Amendment Effective Date (i) all
references in the Loan Agreement to “this Agreement”, “hereto”, “hereof”, “hereunder” or words of
like import referring to the Loan Agreement shall mean the Loan Agreement as amended by this
Amendment and (ii) all references in the other Loan Documents to the “Loan Agreement”, “thereto”,
“thereof”, “thereunder” or words of like import referring to the Loan Agreement shall mean the Loan
Agreement as amended by this Amendment.



(b) The Loan Parties hereby acknowledge and agree that this Amendment constitutes a
“Loan Document” under the Loan Agreement. Accordingly, it shall be an Event of Default under the
Loan Agreement if any representation or warranty made by any Loan Party under or in connection with
this Amendment shall have been untrue, false or misleading in any material respect when made.



18. Costs and Expenses. Borrowers shall pay all reasonable out-of-pocket
costs and expenses of Agent (including, without limitation, the reasonable fees and charges of
counsel to Agent) in connection with this Amendment.



19. Ratification. Each Guarantor by its execution of this Amendment hereby
(a) acknowledges and consents to this Amendment, (b) confirms and agrees that each Loan Document to
which it is a party is, and shall continue to be, in full force and effect and is hereby ratified
and confirmed in all respects, and (c) confirms and agrees that to the extent that any such Loan
Document assigns or pledges to Agent, or grants to Agent a security interest in or lien on, any
Collateral as security for the obligations of Borrowers from time to time existing in respect of
the Loan Documents, such pledge, assignment and/or grant of a security interest or lien is hereby
ratified and confirmed in all respects as security for all obligations of such Guarantor, whether
now existing or hereafter arising.



20. Miscellaneous.



(a) This Amendment may be executed in any number of counterparts and by different
parties hereto in separate counterparts, each of which shall be deemed to be an original, but all
of which taken together shall constitute one and the same agreement. Delivery of an executed
counterpart of this Amendment by telefacsimile shall be equally as effective as delivery of an
original executed counterpart of this Amendment. Any party delivering an executed counterpart of
this Amendment by telefacsimile also shall deliver an original executed counterpart of this
Amendment but the failure to deliver an original executed counterpart shall not affect the
validity, enforceability, and binding effect of this Amendment.



(b) Section and paragraph headings herein are included for convenience of reference
only and shall not constitute a part of this Amendment for any other purpose.



(c) This Amendment shall be governed by, and construed in accordance with, the laws
of the State of New York.



[Remainder of this page intentionally left blank]





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




BORROWERS:




METALICO, INC.,


a Delaware corporation


AMERICAN CATCON, INC.,


a Texas corporation


METALICO AKRON, INC.,


an Ohio corporation


METALICO AKRON REALTY, INC.,


an Ohio corporation


METALICO ALABAMA REALTY, INC.,


an Alabama corporation


METALICO ALUMINUM RECOVERY, INC.,


a New York corporation


METALICO BUFFALO, INC.,


a New York corporation


METALICO-COLLEGE GROVE, INC.,


a Tennessee corporation


METALICO-GRANITE CITY, INC.,


an Illinois corporation


METALICO NIAGARA, INC.,


a New York corporation


METALICO PITTSBURGH, INC.,


a Pennsylvania corporation


METALICO ROCHESTER, INC.,


a New York corporation


METALICO SYRACUSE, INC.,


a New York corporation


METALICO SYRACUSE REALTY, INC.,


a New York corporation


METALICO TRANSFER, INC.,


a New York corporation


METALICO TRANSFER REALTY, INC.,


a New York corporation


METALICO TRANSPORT, INC.,


a New York corporation


GULF COAST RECYCLING, INC.,


a Florida corporation




By:       /s/ Michael J.
Drury      




	 	 	Name: Michael J. Drury

Title: Authorized Representative




2










BORROWERS:




MAYCO INDUSTRIES, INC.,






an Alabama corporation


SANTA ROSA LEAD PRODUCTS, INC.,


a California corporation


TRANZACT CORPORATION,


a Delaware corporation


WEST COAST SHOT, INC.,


a Nevada corporation


ELIZABETH HAZEL LLC, an Ohio limited liability
company


MELINDA HAZEL LLC, an Ohio limited liability company


TOTALCAT GROUP, INC., a Delaware corporation


FEDERAL AUTOCAT RECYCLING, LLC, a New Jersey limited
liability company


HYPERCAT COATING LIMITED LIABILITY COMPANY, a New
Jersey limited liability company


HYPERCAT DMG, L.L.C., a New Jersey limited liability
company




By:       /s/ Michael J.
Drury      




	 	 	Name: Michael J. Drury

Title: Authorized Representative




3










GUARANTORS:




METALICO COLLIERS REALTY, INC.,






a West Virginal corporation


METALICO NEVILLE REALTY, INC.,


a Pennsylvania corporation


METALICO NILES, INC.,


an Ohio corporation


RIVER HILLS BY THE RIVER, INC.,


a Florida corporation


GENERAL SMELTING & REFINING, INC., a Tennessee
corporation


METALICO GULFPORT REALTY, INC., a Mississippi
corporation




By:       /s/ Michael J.
Drury      




	 	 	Name: Michael J. Drury

Title: Authorized Representative




4









	 	 	 
	Accepted and agreed to as of

	the date first above-written:

	WELLS FARGO FOOTHILL, INC.,

	a California corporation, as Agent

	By:

	 	/s/ Gary Forlenza
	
 
	 	 







	 	 	Name: Gary Forlenza

Title: Vice President





	 	 	 
	LENDERS:

	 	

	WELLS FARGO FOOTHILL, LLC,

	as Lender

By:

	 	

/s/ Gary Forlenza
	
 
	 	 






	 	 	 
	 	 	Name:	 	 	Gary Forlenza
	 	 	Title:	Vice President
	 	 	WACHOVIA BANK, NATIONAL ASSOCIATION,
	 	 	as Lender
	 	 	By:	 	 	/s/ Sang Kim





	 	 	 
	 	 	Name:	 	 	Sang Kim
	 	 	Title:	Vice President
	 	 	JPMORGAN CHASE BANK, N.A.,
	 	 	as Lender
	 	 	By:	 	 	/s/ Kim Nguyen
	Name	 	Kim Nguyen

	Title:	Vice President





Exhibit A




Schedule C-1

Lenders and Lenders’ Commitments




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	Revolver	 	Term Loan A	 	Term Loan B	 	Term Loan C	 	Total
	Lender
	 	Commitment	 	Commitment	 	Commitment	 	Commitment	 	Commitment
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Wells Fargo
	 	$	27,000,000	 	 	$	0	 	 	$	0	 	 	$	0	 	 	$	27,000,000	 
	Foothill, LLC
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Wachovia Bank,
	 	$	16,500,000	 	 	$	0	 	 	$	0	 	 	$	0	 	 	$	16,500,000	 
	National
Association
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	JPMorgan Chase
	 	$	16,500,000	 	 	$	0	 	 	$	0	 	 	$	0	 	 	$	16,500,000	 
	Bank, N.A.
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Total
	 	$	60,000,000	 	 	$	0	 	 	$	0	 	 	$	0	 	 	$	60,000,000	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 







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