Exhibit 10.2

 

FIRST AMENDMENT

 

FIRST AMENDMENT, dated as of June 7, 2006 (this “Amendment”), to the Amended and Restated Credit Agreement, dated as of November 3, 2005 (as the same may be amended (including pursuant to this Amendment), supplemented or otherwise modified from time to time, the “Credit Agreement”), among Roundy’s Supermarkets, Inc., a Wisconsin corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties thereto (the “Lenders”), Bear, Stearns & Co. Inc. and Goldman Sachs Credit Partners L.P., as joint lead arrangers and joint bookrunners (in such capacities, the “Lead Arrangers”), Bear Stearns Corporate Lending Inc., as administrative agent (in such capacity, the “Administrative Agent”), Goldman Sachs Credit Partners L.P., as syndication agent (in such capacity, the “Syndication Agent”), and the institutions listed in the Credit Agreement as documentation agents (collectively, in such capacity, the “Documentation Agents”).

 

W I T N E S S E T H :

 

WHEREAS, pursuant to the Credit Agreement, the Lenders have agreed to make, and have made, certain loans and other extensions of credit to the Borrower;

 

WHEREAS, the Borrower has requested certain amendments to the Credit Agreement as more fully set forth herein; and

 

WHEREAS, the Lenders have agreed to such amendments but only on the terms and conditions contained in this Amendment.

 

NOW, THEREFORE, the parties hereto hereby agree as follows:

 

SECTION 1. Defined Terms. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement.

 

SECTION 2. Amendments to Section 1.1. Section 1.1 of the Credit Agreement is hereby amended by:

 

(a)           inserting the following new definition in the appropriate alphabetical order:

 

“Shutdown”: the shut-down of operations and closing of three retail grocery stores.

 

(b)           amending the definition of “Consolidated EBITDA” to read in its entirety as follows:

 

“Consolidated EBITDA”: for any period, Consolidated Net Income for such period plus, without duplication and to the extent reflected as a charge in the statement of such Consolidated Net Income for such period (except in the case of

 











 

clause (j) below), the sum of (a) income tax expense (including, without duplication, franchise and foreign withholding taxes and any state single business unitary or similar tax), (b) interest expense, amortization or write-off of debt discount and debt issuance costs and commissions, discounts and other fees and charges associated with Indebtedness (including the Existing Credit Facility and the Loans), (c) depreciation and amortization expense, (d) amortization of intangibles (including, but not limited to, goodwill impairment) and organization costs and any goodwill impairment loss recognized by FAS No. 142, (e) any extraordinary charges, expenses or losses determined in accordance with GAAP, (f) non-cash compensation expenses arising from the issuance of stock, options to purchase stock and stock appreciation rights to the management of Holdings (to the extent attributable to work performed on behalf of the Borrower), the Borrower or any of its Subsidiaries, (g) any other non-cash charges, non-cash expenses or non-cash losses of Holdings (to the extent attributable to work performed on behalf of the Borrower), the Borrower or any of its Subsidiaries (excluding any such charge, expense or loss incurred in the ordinary course of business that constitutes an accrual of or a reserve for cash charges for any future period, but including non-cash charges arising out of the restructuring, consolidation, severance or discontinuance of any portion of the operations, employees and/or management of Holdings (to the extent attributable to work performed on behalf of the Borrower), the Borrower and its Subsidiaries); provided, however, that cash payments made in such period or in any future period in respect of such non-cash charges, expenses or losses (excluding any such charge, expense or loss incurred in the ordinary course of business that constitutes an accrual of or a reserve for cash charges for any future period) shall be subtracted from Consolidated Net Income in calculating Consolidated EBITDA in the period when such payments are made, (h) costs, fees and expenses incurred in connection with the Transactions or the issuance, payment or exchange of the Notes, (i) reasonable costs, fees and expenses incurred in connection with Dispositions made in reliance on Section 8.5(a) (but only to the extent it is a Disposition of “surplus” property) and Section 8.5(f), in each case, as permitted herein, (j) the cash proceeds of any business interruption insurance to the extent such proceeds are not included in determining Consolidated Net Income for such period and (k) one-time charges incurred in connection with the Shutdown not to exceed $28,000,000 in the aggregate, and minus, to the extent included in the statement of such Consolidated Net Income for such period, the sum of (a) interest income, (b) any extraordinary income or gains determined in accordance with GAAP and (c) any other non-cash income (excluding any items that represent the reversal of any accrual of, or cash reserve for, anticipated cash charges in any prior period that are described in the parenthetical to clause (g) above), all as determined on a consolidated basis. For the purposes of calculating Consolidated EBITDA for any period of four consecutive fiscal quarters (each, a “Reference Period”) pursuant to any determination of the Consolidated Leverage Ratio or the Consolidated Senior Secured Leverage Ratio, (i) if at any time during such Reference Period the Borrower or any Subsidiary shall have made any Material Disposition, the Consolidated EBITDA for such Reference Period shall

 

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be reduced by an amount equal to the Consolidated EBITDA (if positive) attributable to the property that is the subject of such Material Disposition for such Reference Period or increased by an amount equal to the Consolidated EBITDA (if negative) attributable thereto for such Reference Period, as determined in accordance with Regulation S-X (except as determined reasonably and in good faith by the chief financial officer of the Borrower and set forth in an officer’s certificate delivered to the Administrative Agent setting forth in reasonable detail the basis for any adjustments which are not in compliance with Regulation S-X, which adjustments are acceptable to the Administrative Agent in its reasonable judgment) and (ii) if during such Reference Period the Borrower or any Subsidiary shall have made a Material Acquisition, Consolidated EBITDA for such Reference Period shall be calculated after giving pro forma effect thereto as if such Material Acquisition occurred on the first day of such Reference Period, as determined in accordance with Regulation S-X (except as determined reasonably and in good faith by the chief financial officer of the Borrower and set forth in an officer’s certificate delivered to the Administrative Agent setting forth in reasonable detail the basis for any adjustments which are not in compliance with Regulation S-X, which adjustments are acceptable to the Administrative Agent in its reasonable judgment). As used in this definition, “Material Acquisition” means any acquisition of property or series of related acquisitions of property that (a) constitutes assets comprising all or substantially all of an operating unit of a business or constitutes all or substantially all of the common stock of a Person and (b) involves the payment of consideration by the Borrower and its Subsidiaries in excess of $2,000,000; and “Material Disposition” means any Disposition of property or series of related Dispositions of property that yields gross proceeds to the Borrower or any of its Subsidiaries in excess of $2,000,000.

 

SECTION 3.  Conditions to Effectiveness. This Amendment shall become effective upon the date (the “First Amendment Effective Date”) on which the Administrative Agent shall have received this Amendment, executed and delivered by a duly authorized officer of each of the Borrower and the Required Lenders.

 

SECTION 4.  Representations and Warranties. The Borrower represents and warrants to the Administrative Agent and the Lenders that as of the First Amendment Effective Date, after giving effect to this Amendment, no Default or Event of Default has occurred and is continuing and the representations and warranties made by the Borrower in or pursuant to the Credit Agreement or any other Loan Document are true and correct in all material respects on and as of the First Amendment Effective Date as if made on such date (except to the extent that any such representations and warranties expressly relate to an earlier date, in which case such representations and warranties were true and correct in all material respects on and as of such earlier date).

 

SECTION 5.  Effect of Amendment. (a) This Amendment shall not constitute an amendment or waiver of or consent to any provision of the Credit Agreement not expressly referred to herein and shall not be construed as an amendment, waiver or consent to any action on the part of the Borrower that would require an amendment, waiver or consent of the

 

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Administrative Agent or the Lenders except as expressly stated herein. Except as expressly amended hereby, the provisions of the Credit Agreement are and shall remain in full force and effect in accordance with its terms.

 

(b) On and after the First Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the Credit Agreement in any other Loan Document shall be deemed a reference to the Credit Agreement as amended hereby. This Amendment shall constitute a “Loan Document” for all purposes of the Credit Agreement and the other Loan Documents.

 

SECTION 6.  Costs and Expenses. The Borrower agrees to reimburse the Administrative Agent for its reasonable out-of-pocket expenses in connection with this Amendment, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent.

 

SECTION 7.  Headings. The headings of this Amendment are for purposes of reference only and shall not limit or otherwise affect the meaning hereof.

 

SECTION 8.  Counterparts. This Amendment may be executed by one or more of the parties to this Amendment on any number of separate counterparts (including by facsimile), each of which when so executed and delivered shall be deemed an original and all of said counterparts taken together shall be deemed to constitute one and the same instrument.

 

SECTION 9.  GOVERNING LAW. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.

 

[The remainder of this page is intentionally left blank.]

 

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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and delivered by their respective proper and duly authorized officers as of the day and year first above wirtten.

 

	
 
    	
ROUNDY’S   SUPERMARKETS, INC., as 
    
	
 
    	
Borrower
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Edward G. Kitz
    
	
 
    	
 
    	
Name:   Edward G. Kitz
    
	
 
    	
 
    	
Title:   Group V. P.-Legal Risk & Treasury
    


 

Signature Page to First Amendment to
 Roundy’s Supermarkets, Inc. A&R Credit Agreement

 











 

	
 
    	
BEAR   STEARNS CORPORATE LENDING INC.,
    
	
 
    	
as   Administrative Agent
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Victor Bulzacchelli
    
	
 
    	
 
    	
Name:   Victor Bulzacchelli
    
	
 
    	
 
    	
Title:     Vice President
    


 

Signature Page to First Amendment to
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BEAR   STEARNS CORPORATE LENDING INC.,
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Victor Bulzacchelli
    
	
 
    	
 
    	
Name:   Victor Bulzacchelli
    
	
 
    	
 
    	
Title:     Vice President
    


 

Signature Page to First Amendment to
 Roundy’s Supermarkets, Inc. A&R Credit Agreement

 











 

	
 
    	
ADAR   INVESTMENT FUND LTD
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:   ADAR Investment Management LLC, its
    
	
 
    	
Investment   Manager
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Aaron Morse
    
	
 
    	
 
    	
Name:   Aaron Morse
    
	
 
    	
 
    	
Title:  Chief Operating Officer
    


 

Signature Page to First Amendment to
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ALCENTRA   WAREHOUSE, LTD.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Amy Adler
    
	
 
    	
 
    	
Name:   Amy Adler
    
	
 
    	
 
    	
Title:   Associate
    


 

Signature Page to First Amendment to
 Roundy’s Supermarkets, Inc. A&R Credit Agreement

 









 

	
 
    	
American   Skandia/PIMCO Ltd. Maturity Bond Portfolio
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
at   its Investment Advisor, acting through PNC Bank
    
	
 
    	
 
    	
in   the Nominee Name of Barnett & Co.
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

Signature Page to First Amendment to
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ARCHIMEDES   FUNDING III, LTD.
    
	
 
    	
 
    
	
 
    	
BY:
    	
West   Gate Horizons Advisors LLC,
    
	
 
    	
 
    	
as   Collateral Manager
    
	
 
    	
 
    	
 
    
	
 
    	
BY:
    	
/s/   Cheryl Wasilewski
    
	
 
    	
Name
    	
Cheryl   Wasilewski
    
	
 
    	
Title:
    	
Senior   Credit Analyst
    


 

Signature Page to First Amendment to
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ARCHIMEDES   FUNDING IV (CAYMAN), LTD.
    
	
 
    	
 
    
	
 
    	
BY:
    	
West   Gate Horizons Advisors LLC,
    
	
 
    	
 
    	
as   Collateral Manager
    
	
 
    	
 
    	
 
    
	
 
    	
BY:
    	
/s/   Cheryl Wasilewski
    
	
 
    	
Name
    	
Cheryl   Wasilewski
    
	
 
    	
Title:
    	
Senior   Credit Analyst
    


 

Signature Page to First Amendment to
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Atlas   Loan Funding 3, LLC
    
	
 
    	
By:   Atlas Capital Funding, Ltd.
    
	
 
    	
By:   Structured Asset Investors, LLC
    
	
 
    	
Its   Investment Manager
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/   Diana M. Himes
    
	
 
    	
 
    	
Name:   Diana M. Himes
    
	
 
    	
 
    	
Title:   Associate
    


 

Signature Page to First Amendment to
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Avenue   CLO Fund Ltd.
    
	
 
    	
 
    
	
 
    	
Avenue   CLO II, Ltd
    
	
 
    	
 
    
	
 
    	
Avenue   CLO III, Ltd.
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/   Richard D’Addario
    
	
 
    	
 
    	
Name:   Richard D’Addario
    
	
 
    	
 
    	
Title:     Senior Portfolio Manager
    


 

Signature Page to First Amendment to
 Roundy’s Supermarkets, Inc. A&R Credit Agreement

 











 

	
 
    	
AXA   Premier VIP High Yield Portfolio
    
	
 
    	
By:   
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

Signature Page to First Amendment to
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BIG   SKY III SENIOR LOAN TRUST
    
	
 
    	
BY:
    	
EATON   VANCE MANAGEMENT
    
	
 
    	
 
    	
AS   INVESTMENT ADVISOR
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:     Vice President
    


 

Signature Page to First Amendment to
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California   Public Employees’ Retirement System
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor, acting through Investors
    
	
 
    	
 
    	
Fiduciary   Trust Company
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

Signature Page to First Amendment to
 Roundy’s Supermarkets, Inc. A&R Credit Agreement

 











 

	
 
    	
CAMBRIA   INSTITUTIONAL LOAN FUND
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Amy Adler
    
	
 
    	
 
    	
Name:   Amy Adler
    
	
 
    	
 
    	
Title:     Associate
    


 

Signature Page to First Amendment to
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CANADIAN   IMPERIAL BANK OF COMMERCE
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   John O’Dowd
    
	
 
    	
 
    	
Name:   John O’Dowd
    
	
 
    	
 
    	
Title:   Authorized Signatory
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Gerald J. Carlos
    
	
 
    	
 
    	
 
    	
Name:
    	
Gerald   J. Carlos
    
	
 
    	
 
    	
 
    	
Title:   
    	
Authorized   Signatory
    


 

Signature Page to First Amendment to
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Citibank,   N.A.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   David E. Graber
    
	
 
    	
 
    	
Name:   DAVID E. GRABER
    
	
 
    	
 
    	
Title:     Attorney-in-Fact
    


 

Signature Page to First Amendment to
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Clarenville   CDO, SA
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

Signature Page to First Amendment to
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CLIFFSIDE HOLDINGS   LIMITED
    
	
 
    	
BY:
    	
ANGELO, GORDON &   CO., LP.
    
	
 
    	
 
    	
AS COLLATERAL MANAGER
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/ Bruce Martin
    
	
 
    	
 
    	
Name: BRUCE MARTIN
    
	
 
    	
 
    	
Title: MANAGING   DIRECTOR
    


 

Signature Page to First Amendment to 
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[NAME OF LENDER]
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/ Susan Owen
    
	
 
    	
 
    	
Name: Susan Owen
    
	
 
    	
 
    	
Title:  Columbus Nova
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
ColumbusNova CLO Ltd.   2006-1
    


 

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COOPERATIEVE CENTRALE   RAIFFEISEN-
    
	
 
    	
BOERENLEENBANK B.A.,   “RABOBANK
    
	
 
    	
INTERNATIONAL” New York   Branch
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/ Ivan Rodriguez
    
	
 
    	
 
    	
Name:  Ivan Rodriguez
    
	
 
    	
 
    	
Title:    Vice President
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/ Rebecca Morrow
    
	
 
    	
 
    	
Name:  Rebecca Morrow
    
	
 
    	
 
    	
Title:    Executive   Director
    


 

Signature Page to First Amendment to 
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CYPRESSTREE CLAIF   FUNDING LLC
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/ Kristi Milton
    
	
 
    	
 
    	
Name: Kristi Milton
    
	
 
    	
 
    	
Title: Assistant Vice   President
    


 

Signature Page to First Amendment to 
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Diamond Lake CLO, LTD
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/ Wade Winter
    
	
 
    	
 
    	
Name: Wade Winter
    
	
 
    	
 
    	
Title: SVP
    


 

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Duane Street CLO 1,   Ltd.
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By: DiMaio Ahmad   Capital LLC as Collateral
    
	
 
    	
Manager
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/ Paul Travers
    
	
 
    	
 
    	
Name:  PAUL TRAVERS
    
	
 
    	
 
    	
Title:   MANAGING DIRECTOR
    


 

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Duane   Street CLO II, Ltd.
    
	
 
    	
 
    
	
 
    	
By:  DiMaio Ahmad Capital LLC as Interim
    
	
 
    	
Collateral   Manager
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Paul Travers
    
	
 
    	
 
    	
Name:   PAUL TRAVERS
    
	
 
    	
 
    	
Title:   MANAGING DIRECTOR
    


 

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EATON   VANCE CDO III, LTD.
    
	
 
    	
BY:   EATON VANCE MANAGEMENT
    
	
 
    	
AS   INVESTMENT ADVISOR
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:   Vice President
    


 

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EATON   VANCE CDO VI LTD.
    
	
 
    	
BY:   EATON VANCE MANAGEMENT
    
	
 
    	
AS   INVESTMENT ADVISOR
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:   Vice President
    


 

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Eaton   Vance CDO VIII, Ltd.
    
	
 
    	
BY:   Eaton Vance Management
    
	
 
    	
As   Investment Advisor
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:   Vice President
    


 

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EATON   VANCE FLOATING-RATE
    
	
 
    	
INCOME   TRUST
    
	
 
    	
BY:
    	
EATON   VANCE MANAGEMENT
    
	
 
    	
 
    	
AS   INVESTMENT ADVISOR
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:   Vice President
    


 

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EATON   VANCE INSTITUTIONAL SENIOR LOAN FUND
    
	
 
    	
BY:
    	
EATON   VANCE MANAGEMENT
    
	
 
    	
 
    	
AS   INVESTMENT ADVISOR
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:   Vice President
    


 

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EATON   VANCE
    
	
 
    	
LIMITED   DURATION INCOME FUND
    
	
 
    	
BY:   
    	
EATON   VANCE MANAGEMENT
    
	
 
    	
 
    	
AS   INVESTMENT ADVISOR
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:   Vice President
    


 

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EATON   VANCE SHORT DURATION
    
	
 
    	
DIVERSIFIED   INCOME FUND
    
	
 
    	
BY:   
    	
EATON   VANCE MANAGEMENT
    
	
 
    	
 
    	
AS   INVESTMENT ADVISOR
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:   Vice President
    


 

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EATON   VANCE SENIOR
    
	
 
    	
FLOATING-RATE   TRUST 
    
	
 
    	
BY:   
    	
EATON   VANCE MANAGEMENT
    
	
 
    	
 
    	
AS   INVESTMENT ADVISOR
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:   Vice President
    


 

Signature Page to First Amendment to
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EATON   VANCE SENIOR INCOME TRUST
    
	
 
    	
BY:   
    	
EATON   VANCE MANAGEMENT
    
	
 
    	
 
    	
AS   INVESTMENT ADVISOR
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:   Vice President
    


 

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Eaton   Vance Variable
    
	
 
    	
Leverage   Fund Ltd.
    
	
 
    	
By:   
    	
Eaton   Vance Management
    
	
 
    	
 
    	
As   Investment Advisor
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:   Vice President
    


 

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EATON   VANCE 
    
	
 
    	
VT   FLOATING-RATE INCOME FUND
    
	
 
    	
BY:   
    	
EATON   VANCE MANAGEMENT
    
	
 
    	
 
    	
AS   INVESTMENT ADVISOR
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:   Vice President
    


 

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Emporia   Preferred Funding I, Ltd.
    
	
 
    	
Emporia   Capital Management LLC
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Steven Alexander
    
	
 
    	
 
    	
Name:   STEVEN ALEXANDER
    
	
 
    	
 
    	
Title:   DIRECTOR
    


 

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Emporia   Preferred Funding II, Ltd.
    
	
 
    	
Emporia   Capital Management LLC
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Steven Alexander
    
	
 
    	
 
    	
Name:   STEVEN ALEXANDER
    
	
 
    	
 
    	
Title:   DIRECTOR
    


 

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ENDURANCE   CLO I, LTD.
    
	
 
    	
 
    
	
 
    	
c/o:
    	
West   Gate Horizons Advisors LLC,
    
	
 
    	
 
    	
as   Collateral Manager
    
	
 
    	
 
    	
 
    
	
 
    	
BY:
    	
/s/   Cheryl Wasilewski
    
	
 
    	
Name:   
    	
Cheryl   Wasilewski
    
	
 
    	
Title:   
    	
Senior   Credit Analyst
    


 

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Evergreen   CBNA Loan Funding LLC, for itself or as agent for
    
	
 
    	
Evergreen   CFPI Loan Funding LLC
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Roy Hykal
    
	
 
    	
 
    	
Name:   
    	
ROY   HYKAL
    
	
 
    	
 
    	
Title:   
    	
Attorney-in-fact
    


 

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Fairway   Loan Funding Company
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

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FARM   CREDIT BANK OF TEXAS
    
	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Luis M. H. Requejo
    
	
 
    	
 
    	
Name:
    	
Luis   M. H. Requejo
    
	
 
    	
 
    	
Title:
    	
Vice   President
    


 

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Fraser   sullivan CLO I, Ltd.
    
	
 
    	
By:   Fraser Sullivan Investment Management, LLC,
    
	
 
    	
as   Collateral Manager
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   John W. Fraser
    
	
 
    	
 
    	
Name:   John W. Fraser
    
	
 
    	
 
    	
Title:   Managing Partner
    


 

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Gale   Force 1 CLO, Ltd.
    
	
 
    	
By:   GSO Capital Partners LP as Collateral Manager
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Mellssa Marano
    
	
 
    	
Name:
    	
Mellssa   Marano
    
	
 
    	
Title:
    	
Authorized   Signatory
    


 

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Gale   Force 2 CLO, Ltd.
    
	
 
    	
By:   GSO Capital Partners LP as Collateral Manager
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Mellssa Marano
    
	
 
    	
Name:
    	
Mellssa   Marano
    
	
 
    	
Title:
    	
Authorized   Signatory
    


 

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Global   Enhanced Loan Fund S.A.
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

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GRAYSON   & CO
    
	
 
    	
BY:   BOSTON MANAGEMENT AND RESEARCH
    
	
 
    	
AS   INVESTMENT ADVISOR
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:
    	
Michael   B. Botthof
    
	
 
    	
 
    	
Title:
    	
Vice   President
    


 

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Greyrock CDO   Ltd
    
	
 
    	
Aladdin   Capital Management LLC
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   [Illegible]
    
	
 
    	
 
    	
Name:
    	
[Illegible]
    
	
 
    	
 
    	
Title:
    	
Director
    


 

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Hewett’s   Island CDO, Ltd.
    
	
 
    	
By:
    	
CypressTree   Investment Management Company, Inc.,
    
	
 
    	
 
    	
as   Portfolio Manager.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Preston I. Carnes, Jr.
    
	
 
    	
 
    	
Name:   Preston I. Carnes, Jr.
    
	
 
    	
 
    	
Title:     Managing Director
    


 

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Hewett’s   Island CLO II, Ltd.
    
	
 
    	
By:
    	
CypressTree   Investment Management Company, Inc.,
    
	
 
    	
 
    	
as   Portfolio Manager.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Preston I. Carnes, Jr.
    
	
 
    	
 
    	
Name:   Preston I. Carnes, Jr.
    
	
 
    	
 
    	
Title:     Managing Director
    


 

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Hewett’s   Island CLO III, Ltd.
    
	
 
    	
By:
    	
CypressTree   Investment Management Company, Inc.,
    
	
 
    	
 
    	
as   Portfolio Manager.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Robert Weeden
    
	
 
    	
 
    	
Name:   Robert Weeden
    
	
 
    	
 
    	
Title:     Managing Director
    


 

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Hewett’s   Island CLO IV, Ltd.
    
	
 
    	
By:
    	
CypressTree   Investment Management Company, Inc.,
    
	
 
    	
 
    	
as   Portfolio Manager.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Robert Weeden
    
	
 
    	
 
    	
Name:   Robert Weeden
    
	
 
    	
 
    	
Title:     Managing Director
    


 

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IBM   Personal Pension Plan Trust
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

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IBM   Savings Plan Trust
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

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ING   PIMCO Core Bond Portfolio
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

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INVESTORS   BANK & TRUST COMPANY AS SUB-CUSTODIAN AGENT OF CYPRESSTREE INTERNATIONAL   LOAN HOLDING COMPANY LIMITED
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/   Robert Weeden
    
	
 
    	
 
    	
Name:   Robert Weeden
    
	
 
    	
 
    	
Title:     Managing Director
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Preston I. Carnes, Jr.
    
	
 
    	
 
    	
Name:   Preston I. Carnes, Jr.
    
	
 
    	
 
    	
Title:     Managing Director
    


 

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JPMORGAN   CHASE BANK, N. A.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Frederick B. Varhula
    
	
 
    	
 
    	
Name:   Frederick B. Varhula
    
	
 
    	
 
    	
Title:   Vice President
    


 

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Landmark   V CDO Ltd
    
	
 
    	
Aladdin   Capital Management LLC
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   William S. [ILLEGIBLE]
    
	
 
    	
 
    	
Name:   William S. [ILLEGIBLE]
    
	
 
    	
 
    	
Title:   Director
    


 

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LaSalle   Bank National Association
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Dana Reynolds
    
	
 
    	
 
    	
Name:   Dana Reynolds
    
	
 
    	
 
    	
Title:   Officer
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
LaSalle   Bank National Association
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Charles Corbisiero
    
	
 
    	
 
    	
Name:   Charles Corbisiero
    
	
 
    	
 
    	
Title:   First Vice President
    


 

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LCM   I LIMITED PARTNERSHIP
    
	
 
    	
By:
    	
Lyon   Capital Management LLC,
    
	
 
    	
 
    	
As   Collateral Manager
    
	
 
    	
 
    	
 
    
	
 
    	
LYON   CAPITAL MANAGEMENT LLC
    
	
 
    	
By:
    	
/s/   Alexander B. Kenna
    
	
 
    	
 
    	
Name:   Alexander B. Kenna
    
	
 
    	
 
    	
Title:   Portfolio Manager
    


 

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LCM   II LIMITED PARTNERSHIP
    
	
 
    	
By:
    	
Lyon   Capital Management LLC,
    
	
 
    	
 
    	
As   Collateral Manager
    
	
 
    	
 
    	
 
    
	
 
    	
LYON   CAPITAL MANAGEMENT LLC
    
	
 
    	
By:
    	
/s/   Alexander B. Kenna
    
	
 
    	
 
    	
Name:   Alexander B. Kenna
    
	
 
    	
 
    	
Title:   Portfolio Manager
    


 

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LCM   III, Ltd.
    
	
 
    	
By:
    	
Lyon   Capital Management LLC,
    
	
 
    	
 
    	
As   Collateral Manager
    
	
 
    	
 
    	
 
    
	
 
    	
LYON   CAPITAL MANAGEMENT LLC
    
	
 
    	
By:
    	
/s/   Alexander B. Kenna
    
	
 
    	
 
    	
Name:   Alexander B. Kenna
    
	
 
    	
 
    	
Title:   Portfolio Manager
    


 

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LCM   IV Ltd.
    
	
 
    	
By:
    	
Lyon   Capital Management LLC,
    
	
 
    	
 
    	
As   Collateral Manager
    
	
 
    	
 
    	
 
    
	
 
    	
LYON   CAPITAL MANAGEMENT LLC
    
	
 
    	
By:
    	
/s/   Alexander B. Kenna
    
	
 
    	
 
    	
Name:   Alexander B. Kenna
    
	
 
    	
 
    	
Title:   Portfolio Manager
    


 

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LightPoint   CLO 2004-1, Ltd.
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
LightPoint   CLO III, Ltd.
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
LightPoint   CLO IV, Ltd.
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/   Colin Donlan
    
	
 
    	
 
    	
Name:   COLIN DONLAN
    
	
 
    	
 
    	
Title:   DIRECTOR
    


 

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Loan   Funding III LLC
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

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Met   Investors Series Trust PIMCO Total Return Portfolio
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

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Microsoft   Global Finance, Ltd.
    
	
 
    	
By:
    	
Pacific   Investment Management Corporation LLC,
    
	
 
    	
 
    	
as   its Investment Advisor, acting through Northern
    
	
 
    	
 
    	
Trust   Company in the Nominee Name of How & Co.
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

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Morgan   Stanley Senior Funding, Inc
    
	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Vanessa E. Marling
    
	
 
    	
 
    	
Name:   Vanessa E. Marling
    
	
 
    	
 
    	
Title:   Vice President
    


 

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MT.   WILSON CLO, LTD
    
	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   [ILLEGIBLE]
    
	
 
    	
 
    	
Name:
    
	
 
    	
 
    	
Title:
    


 

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NEMEAN   CLO, LTD.
    
	
 
    	
 
    
	
 
    	
BY:
    	
West   Gate Horizons Advisors LLC,
    
	
 
    	
 
    	
as   Investment Manager
    
	
 
    	
 
    	
 
    
	
 
    	
BY:
    	
/s/   Cheryl Wasilewski
    
	
 
    	
Name
    	
Cheryl   Wasilewski
    
	
 
    	
Title:
    	
Senior   Credit Analyst
    


 

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Nob   Hill CLO, Limited
    
	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Bradley Kane
    
	
 
    	
 
    	
Name:   Bradley Kane
    
	
 
    	
 
    	
Title:   PM
    


 

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NORTHWOODS   CAPITAL IV, LIMITED
    
	
 
    	
BY:
    	
ANGELO,   GORDON & CO., L.P.
    
	
 
    	
 
    	
AS   COLLATERAL MANAGER
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Bruce Martin
    
	
 
    	
 
    	
Name:   BRUCE MARTIN
    
	
 
    	
 
    	
Title:   MANAGING DIRECTOR
    


 

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NORTHWOODS   CAPITAL V, LIMITED
    
	
 
    	
BY:
    	
ANGELO,   GORDON & CO., L.P.
    
	
 
    	
 
    	
AS   COLLATERAL MANAGER
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Bruce Martin
    
	
 
    	
 
    	
Name:   BRUCE MARTIN
    
	
 
    	
 
    	
Title:   MANAGING DIRECTOR
    


 

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NORTHWOODS   CAPITAL VI, LIMITED
    
	
 
    	
BY:
    	
ANGELO,   GORDON & CO., L.P.
    
	
 
    	
 
    	
AS   COLLATERAL MANAGER
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Bruce Martin
    
	
 
    	
 
    	
Name:   BRUCE MARTIN
    
	
 
    	
 
    	
Title:   MANAGING DIRECTOR
    


 

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PACIFICA   CDO II, LTD.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Amy Adler
    
	
 
    	
 
    	
Name:   Amy Adler
    
	
 
    	
 
    	
Title:   Associate
    


 

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PACIFICA   CDO III, LTD.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Amy Adler
    
	
 
    	
 
    	
Name:   Amy Adler
    
	
 
    	
 
    	
Title:   Associate
    


 

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PACIFICA   CDO IV, LTD.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Amy Adler
    
	
 
    	
 
    	
Name:   Amy Adler
    
	
 
    	
 
    	
Title:   Associate
    


 

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PACIFICA   CDO V, LTD.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Amy Adler
    
	
 
    	
 
    	
Name:   Amy Adler
    
	
 
    	
 
    	
Title:   Associate
    


 

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PACIFICA   CDO VI, LTD.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Amy Adler
    
	
 
    	
 
    	
Name:
    	
Amy   Adler
    
	
 
    	
 
    	
Title:
    	
Associate
    


 

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PIMCO Bermuda US High Yield II (M)
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
  By:
    	
/s/ Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing Director
    


 

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PIMCO Cayman Global High Income Fund
    
	
 
    	
By:
    	
Pacific   Investment Management Company,
    
	
 
    	
 
    	
as   its Investment Advisor, acting through Investors
    
	
 
    	
 
    	
Fiduciary   Trust Company in the Nominee Name of IFTCO
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
  By:
    	
/s/ Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing Director
    


 

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PIMCO Floating Income Fund
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor, acting through Investors
    
	
 
    	
 
    	
Fiduciary   Trust Company in the Nominee Name of IFTCO
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
  By:
    	
/s/ Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing Director
    


 

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PIMCO Floating Rate Income Fund
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor, acting through Investors
    
	
 
    	
 
    	
Fiduciary   Trust Company in the Nominee Name of IFTCO
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
  By:
    	
/s/ Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing Director
    


 

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PIMCO Floating Rate Strategy Fund
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor, acting through Investors
    
	
 
    	
 
    	
Fiduciary   Trust Company in the Nominee Name of IFTCO
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
  By:
    	
/s/ Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing Director
    


 

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PIMCO GIS High Yield Bond Fund
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
  By:
    	
/s/ Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing Director
    


 

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 Roundy’s Supermarkets, Inc. A&R Credit Agreement

 











 

	
 
    	
PIMCO High Income Fund
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor, acting through Investors
    
	
 
    	
 
    	
Fiduciary   Trust Company in the Nominee Name of IFTCO
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
  By:
    	
/s/ Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing Director
    


 

Signature Page to First Amendment to
 Roundy’s Supermarkets, Inc. A&R Credit Agreement

 











 

	
 
    	
PIMCO High Yield Fund
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor for the PIMCO High Yield
    
	
 
    	
 
    	
Fund,   acting through Investors Fiduciary Trust
    
	
 
    	
 
    	
Company   in the Nominee Name of IFTCO
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
  By:
    	
/s/ Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing Director
    


 

Signature Page to First Amendment to
 Roundy’s Supermarkets, Inc. A&R Credit Agreement

 











 

	
 
    	
PIMCO Private High Yield Portfolio
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor, acting through Investors
    
	
 
    	
 
    	
Fiduciary   Trust Company in the Nominee Name of IFTCO
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
  By:
    	
/s/ Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing Director
    


 

Signature Page to First Amendment to
 Roundy’s Supermarkets, Inc. A&R Credit Agreement

 











 

	
 
    	
Prospero   CLO & B.V
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/   John Randolph Watkins
    
	
 
    	
 
    	
Name:
    	
John   Randolph Watkins
    
	
 
    	
 
    	
Title:
    	
Executive   Director
    


 

Signature Page to First Amendment to
 Roundy’s Supermarkets, Inc. A&R Credit Agreement

 











 

	
 
    	
Prudential Series Fund Incorporated
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor, acting through State
    
	
 
    	
 
    	
Street   Bank and Trust Company, in the
    
	
 
    	
 
    	
Nominee   Name of IFTCO
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
  By:
    	
/s/ Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing Director
    


 

Signature Page to First Amendment to
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PVIT   High Yield Bond Portfolio
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC, as its
    
	
 
    	
 
    	
Investment   Advisor, acting through Investors Fiduciary
    
	
 
    	
 
    	
Trust   Company in the Nominee Name of IFTCO
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

Signature Page to First Amendment to
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RIVIERA   FUNDING LLC
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/   Kristi Milton
    
	
 
    	
 
    	
Name:   Kristi Milton
    
	
 
    	
 
    	
Title:   Assistant Vice President
    


 

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SENIOR   DEBT PORTFOLIO
    
	
 
    	
 
    	
By:
    	
Boston   Management and Research
    
	
 
    	
 
    	
 
    	
as   Investment Advisor
    


 

	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:   Vice President
    


 

Signature Page to First Amendment to
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Southport   CLO, Limited
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    


 

 

	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

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State   Teachers Retirement System of Ohio
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    


 

 

	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

Signature Page to First Amendment to
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Summit   Lake CLO, LTD
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/   Wade Winter
    
	
 
    	
 
    	
Name:   Wade Winter
    
	
 
    	
 
    	
Title:   SVP
    


 

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THE   BANK OF NEW YORK
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/   Scott DeTraglia
    
	
 
    	
Name:
    	
Scott   DeTraglia
    
	
 
    	
Title:
    	
Vice   President
    


 

Signature Page to First Amendment to
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THE   CIT GROUP/BUSINESS CREDIT, INC.
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/   Manuel Borges
    
	
 
    	
 
    	
Name:   Manuel Borges
    
	
 
    	
 
    	
Title:  Vice President
    


 

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THE   NORINCHUKIN BANK, NEW YORK BRANCH,
    
	
 
    	
 
    	
through   State Street Bank and Trust Company N.A. as
    
	
 
    	
 
    	
Fiduciary   Custodian
    
	
 
    	
 
    	
By:   Eaton Vance Management, Attorney-in-fact
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Michael B. Botthof
    
	
 
    	
 
    	
Name:   Michael B. Botthof
    
	
 
    	
 
    	
Title:   Vice President
    


 

Signature Page to First Amendment to
 Roundy’s Supermarkets, Inc. A&R Credit Agreement

 











 

	
 
    	
US   High Yield Bond Fund I
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor, acting through The Bank
    
	
 
    	
 
    	
of   New York in the Nominee Name of Hare & Co.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

Signature Page to First Amendment to
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[ILLEGIBLE]
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   John Randolph Watkins
    
	
 
    	
 
    	
Name:   John Randolph Watkins
    
	
 
    	
 
    	
Title:  Executive Director
    


 

Signature Page to First Amendment to
 Roundy’s Supermarkets, Inc. A&R Credit Agreement

 











 

	
 
    	
[ILLEGIBLE]
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   John Randolph Watkins
    
	
 
    	
 
    	
Name:   John Randolph Watkins
    
	
 
    	
 
    	
Title:  Executive Director
    


 

Signature Page to First Amendment to
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Victoria   Falls CLO, LTD
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Wade Winter
    
	
 
    	
 
    	
Name:   Wade Winter
    
	
 
    	
 
    	
Title:   SVP
    


 

Signature Page to First Amendment to
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Waveland   – INGOTS, LTD.
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

Signature Page to First Amendment to
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WEST   GATE HORIZONS LEVERAGED
    
	
 
    	
LOAN   MASTER FUND, L.P.
    
	
 
    	
 
    	
 
    
	
 
    	
BY:
    	
West   Gate Horizons Advisors LLC,
    
	
 
    	
 
    	
as   Investment Manager
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Cheryl Wasilewski
    
	
 
    	
Name
    	
Cheryl   Wasilewski
    
	
 
    	
Title:
    	
Senior   Credit Analyst
    


 

Signature Page to First Amendment to
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WESTERN   ASSET FLOATING RATE HIGH INCOME FUND LLC
    
	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   [Illegible]
    
	
 
    	
 
    	
Name
    
	
 
    	
 
    	
Title:
    


 

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WG   HORIZONS CLO I
    
	
 
    	
 
    	
 
    
	
 
    	
BY:
    	
West   Gate Horizons Advisors LLC,
    
	
 
    	
 
    	
As   Manager
    
	
 
    	
 
    	
 
    
	
 
    	
By:
    	
/s/   Cheryl Wasilewski
    
	
 
    	
Name
    	
Cheryl   Wasilewski
    
	
 
    	
Title:
    	
Senior   Credit Analyst
    


 

Signature Page to First Amendment to
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Wrigley   CDO, Ltd.
    
	
 
    	
By:
    	
Pacific   Investment Management Company LLC,
    
	
 
    	
 
    	
as   its Investment Advisor
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/   Mohan V. Phansalkar
    
	
 
    	
 
    	
 
    	
Mohan   V. Phansalkar
    
	
 
    	
 
    	
 
    	
Managing   Director
    


 

Signature Page to First Amendment to
 Roundy’s Supermarkets, Inc. A&R Credit Agreement