METLIFE INVESTMENT MANAGEMENT LIMITED METLIFE INVESTMENT MANAGEMENT, LLC One MetLife Way Whippany, NJ, 07981
Exhibit 99.2
METLIFE INVESTMENT MANAGEMENT LIMITED
METLIFE INVESTMENT MANAGEMENT, LLC
One MetLife Way
Whippany, NJ, 07981
November 10, 2023
Xxxxx Xxxxxx Inc.
000 Xxxxxx Xxxx
Melville, New York, 11747
Attn: Xxxxxxx Xxxxxx, Vice President and Treasurer
Limited Waiver
Ladies and Gentlemen:
Reference is hereby made to that certain Third Amended and Restated Multicurrency Master Note Purchase Agreement, dated as of October 20, 2021 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Agreement”), among Xxxxx Xxxxxx, Inc., a Delaware corporation (the “Company”), MetLife Investment Management Limited (“MIML”), MetLife Investment Advisors Company, LLC (“MIM” and together with MIML, “MetLife”) and each MetLife Affiliate party thereto. Capitalized terms used in this waiver letter (“Waiver Letter”) but not defined herein shall have the respective meaning ascribed to them in the Agreement.
The Company has requested an extension of the time required to deliver its unaudited financial statements with respect to the fiscal quarter ended September 30, 2023, pursuant to Section 7.1(a) of the Agreement. The Required Holders hereby agree to extend the due date for the above item to December 8, 2023.
The Company hereby represents and warrants to MetLife and each MetLife Affiliate party to the Agreement that no event has occurred, and no condition exists that, either before or after giving effect to this Waiver Letter, constitutes or would constitute a Default or an Event of Default.
Except as specifically set forth herein, nothing contained in this Waiver Letter shall amend, modify or alter any term or condition of the Agreement or any of the Financing Documents. This Waiver Letter may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery of an executed counterpart of a signature page to this Waiver Letter by electronic mail or by .pdf shall be effective as delivery of a manually executed counterpart of this Waiver Letter. This Waiver Letter and the rights and obligations of the parties hereunder shall be governed by, and construed and interpreted in accordance with, the laws of the State of New York.
[Signature Page Follows]
Very truly yours,
| METLIFE INVESTMENT MANAGEMENT, LLC, | ||
| as Holder | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
| METLIFE INVESTMENT MANAGEMENT LIMITED, | ||
| as Holder | ||
| By: | /s/ Xxxxx XxXxxxxx | |
| Name: Xxxxx XxXxxxxx | ||
| Title: Authorized Signatory | ||
| METROPOLITAN LIFE INSURANCE COMPANY | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
| METLIFE INSURANCE K.K. | ||
| By: MetLife Investment Management, LLC, its investment manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
[Signature Page – Waiver Letter (MetLife Agreement)]
| METLIFE REINSURANCE COMPANY OF CHARLESTON | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
| BRIGHTHOUSE LIFE INSURANCE COMPANY | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
| BRIGHTHOUSE REINSURANCE COMPANY OF DELAWARE | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
| SYMETRA LIFE INSURANCE COMPANY | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
[Signature Page – Waiver Letter (MetLife Agreement)]
| TRANSATLANTIC REINSURANCE COMPANY | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
| AMERICAN FIDELITY ASSURANCE COMPANY | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
| BALTIMORE LIFE INSURANCE COMPANY | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
[Signature Page – Waiver Letter (MetLife Agreement)]
| RSUI INDEMNITY COMPANY | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
| SWISS RE LIFE & HEALTH AMERICA INC. | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
| SWISS REINSURANCE COMPANY LIMITED | ||
| By: MetLife Investment Management Limited, as Investment Manager | ||
| By: | /s/ Xxxxx XxXxxxxx | |
| Name: Xxxxx XxXxxxxx | ||
| Title: Authorized Signatory | ||
| PENSION AND SAVINGS COMMITTEE, ON BEHALF OF | ||
| THE ZURICH AMERICAN INSURANCE COMPANY MASTER RETIREMENT TRUST | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
[Signature Page – Waiver Letter (MetLife Agreement)]
| ZURICH AMERICAN INSURANCE COMPANY | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
[Signature Page – Waiver Letter (MetLife Agreement)]
| ZURICH GLOBAL, LTD. | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
| FARMERS INSURANCE EXCHANGE | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
| XXXX XXXXXXX PENSION PLAN | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
| NEW YORK STATE INSURANCE FUND | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
[Signature Page – Waiver Letter (MetLife Agreement)]
| PRINCIPAL LIFE INSURANCE COMPANY | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
| MISSOURI REINSURANCE, INC. | ||
| By: MetLife Investment Management, LLC, Its Investment Manager | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Authorized Signatory | ||
[Signature Page – Waiver Letter (MetLife Agreement)]
| ACKNOWLEDGED AND AGREED: | ||
| XXXXX XXXXXX, INC., | ||
| as Borrower | ||
| By: | /s/ Xxxxxxx Xxxxxx | |
| Name: | Xxxxxxx Xxxxxx | |
| Title: | Vice President and Treasurer | |
[Signature Page – Waiver Letter (MetLife Agreement)]
