AMENDMENT NO. 1 Dated as of May 8, 2012 to AMENDED AND RESTATED SENIOR SECURED NOTE PURCHASE AGREEMENT Dated as of February 10, 2011Secured Note Purchase Agreement • May 9th, 2012 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS AMENDMENT NO. 1 (“Amendment”) is made as of May 8, 2012 by and among Encore Capital Group, Inc. (the “Company”), the undersigned holders of Notes (the “Noteholders”) and, solely for purpose of Section 1 of this Amendment, SunTrust Bank (“SunTrust”), as, on and after the Amendment No. 1 Effective Date, collateral agent (the “Collateral Agent”) under that certain Intercreditor Agreement, dated as of September 20, 2010, by and among the Noteholders and JPMorgan Chase Bank, N.A. (“JPMorgan”), as, prior to the Amendment No. 1 Effective Date, collateral agent and administrative agent thereunder and, for purpose of certain provisions thereof, the Company and the other Credit Parties (as amended, supplemented or otherwise modified from time to time, the “Intercreditor Agreement”). Reference is made to that certain Amended and Restated Senior Secured Note Purchase Agreement, dated as of February 10, 2011, between the Company, on the one hand, and the Purchasers named therein, on the other
AMENDMENT NO. 5 Dated as of May 8, 2012 to CREDIT AGREEMENT Dated as of February 8, 2010Credit Agreement • May 9th, 2012 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS AMENDMENT NO. 5 (“Amendment”) is made as of May 8, 2012 by and among Encore Capital Group, Inc. (the “Borrower”), the financial institutions listed on the signature pages hereof (the “Lenders”) and SunTrust Bank (“SunTrust”), as, on and after the Amendment No. 5 Effective Date, collateral agent (the “Collateral Agent”) and as administrative agent (the “Administrative Agent” and, together with the Collateral Agent, the “Agents”) under that certain Credit Agreement dated as of February 8, 2010 by and among the Borrower, the Lenders and JPMorgan Chase Bank, N.A. (“JPMorgan”), as, prior to the Amendment No. 5 Effective Date, collateral agent and administrative agent (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.
CREDIT FACILITY LOAN AGREEMENT among TEXAS CAPITAL BANK, NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT, CERTAIN BANKS and PROPEL FINANCIAL SERVICES, LLC $160,000,000.00 REVOLVING LOAN dated May 8, 2012Credit Facility Loan Agreement • May 9th, 2012 • Encore Capital Group Inc • Short-term business credit institutions • Texas
This Credit Facility Loan Agreement (“Agreement”) is executed, made and entered into as of May 8, 2012, by and among PROPEL FINANCIAL SERVICES, LLC, a Texas limited liability company (“Borrower”), and TEXAS CAPITAL BANK, NATIONAL ASSOCIATION, a national banking association (“TCB”), AMEGY BANK NATIONAL ASSOCIATION, a national banking association (“Amegy”), BOKF, NATIONAL ASSOCIATION, a national banking association (“BOT”), CITY BANK, a Texas banking association (“City Bank”), LONE STAR NATIONAL BANK, a national banking association (“Lone Star”), and GREEN BANK, N.A., a national banking association (“Green Bank”) (TCB, Amegy, BOT, City Bank, Lone Star and Green Bank each individually, a “Bank” and collectively, the “Banks”); and TEXAS CAPITAL BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent (in such capacity, “Agent”).
GUARANTY AGREEMENTGuaranty Agreement • May 9th, 2012 • Encore Capital Group Inc • Short-term business credit institutions • Texas
THIS GUARANTY AGREEMENT (this “Guaranty Agreement”) is executed as of May 8, 2012, by ENCORE CAPITAL GROUP, INC., a Delaware corporation (together with such Person’s permitted successors and permitted assigns, being hereinafter referred to as “Guarantor”), in favor of TEXAS CAPITAL BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Banks described in the Credit Agreement (together with its successors and assigns, being hereinafter referred to as “Agent”).
SECURITIES PURCHASE AGREEMENT BY AND AMONG PROPEL ACQUISITION LLC (“ENCORE”) AND MCCOMBS FAMILY PARTNERS, LTD., JHBC HOLDINGS, LLC AND TEXAS TAX LOANS, LLC (COLLECTIVELY, THE “SELLERS”) MAY 8, 2012Securities Purchase Agreement • May 9th, 2012 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of May 8, 2012, by and among Propel Acquisition LLC, a Delaware limited liability company (“Encore”), and McCombs Family Partners, Ltd., a Texas limited partnership (“McCombs”), JHBC Holdings, LLC, a Texas limited liability company (“JHBC”), and Texas Tax Loans, LLC, a Texas limited liability company doing business as Rio Tax Loans (“TTL”). McCombs, JHBC and TTL are sometimes referred to herein individually as a “Seller” and collectively as the “Sellers.” Encore and the Sellers are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
