The Lycra Company LLC - Chapter 11 DIP Terms

DIP Terms

Borrower(s) / Guarantor(s)

• Eagle Intermediate Global Holding B.V., a private limited liability company organized under the laws of the Netherlands (Dutch Chamber of Commerce No. 71303006), as Issuer
• Eagle Holding Co B.V. (Dutch Chamber of Commerce No. 98202200), as Holdings
• The Lycra Company LLC and certain affiliated debtors, as DIP Notes Facility Guarantors, jointly and severally liable for all DIP obligations

Agent / Lender(s)

• GLAS USA LLC, as Agent, and GLAS Trust Corporation Limited, as Collateral Agent (collectively, the "DIP Agent")
• The DIP Noteholders party to the DIP Note Purchase Agreement, dated as of March 17, 2026, as Purchasers

DIP Commitments

• Up to $75 million superpriority senior secured priming note purchase facility, comprised of:
  • $50 million in Initial Notes, purchased upon entry of the interim order
  • $25 million in Additional Notes on a delayed-draw basis, available following entry of the final order through the maturity date
    • Minimum draw amounts equal to the lesser of $10 million (or integral multiples of $1 million in excess thereof) and the remaining unfunded commitment
• The facility consists entirely of new money with no roll-up component. Amounts repaid or prepaid may not be reborrowed.

Cash Collateral

• All of the debtors' cash, wherever located, including cash in deposit accounts, constituting cash collateral under section 363(a) of the Bankruptcy Code. The debtors are authorized to use cash collateral in accordance with the approved budget and permitted variances, subject to the priorities established under the Intercreditor Agreement.
• Proceeds of the DIP notes do not constitute cash collateral of the prepetition secured parties.

Interest Rate

• Prior to any extension effective date: 9.00% per annum, payable in kind
• Following the first extension effective date: 14.00% per annum, payable in kind
• Interest is paid in kind monthly, payable in cash on any payment or prepayment date and at the maturity date, calculated on a 360-day year basis.
• Default Rate Increase: 2.00%, payable in cash

Fees

• Original Issue Discount: 2.125% of the $75 million total commitment, payable in kind on the closing date; fully earned and non-refundable upon issuance.
• Commitment Premium: Class A1 Warrants convertible into 9% of the fully diluted (excluding the management incentive plan) common equity of TopCo (the reorganized parent), fully earned on the closing date and payable on the plan effective date. In the event of a plan or liquidation other than the agreed Plan (as defined in the Lock-Up Deed), an equivalent cash premium based on the Black-Scholes value is payable in lieu of the warrants.
• Exit Premium: $10,000,000, payable upon repayment or prepayment of the notes and on the plan effective date, in the form of an unsecured, interest-free promissory note with no stated maturity issued by TopCo, junior to the Holdco Notes; in the event of a plan or liquidation other than the agreed Plan, a $10,000,000 cash premium is payable in lieu of the promissory note.
• Agent Fees: Reasonable and documented fees and expenses of the DIP Agent and the DIP secured parties.

Maturity

• The earliest to occur of:
  • September 13, 2026, subject to up to three one-month extensions with the consent of the requisite holders upon three business days' prior written notice; the first extension triggers an interest rate increase from 9.00% to 14.00% per annum (which 14.00% rate then applies for the remainder of the term), and each extension is conditioned on the absence of any default, which condition may be waived by the requisite holders
  • Conversion of the cases to chapter 7
  • Dismissal of the cases
  • Appointment of a chapter 11 trustee or an examiner with expanded powers
  • The plan effective date
  • 40 days after the petition date if the final order has not been entered
  • Vacation or reversal of any DIP order
  • Acceleration of the DIP obligations following an event of default
• Five calendar days' advance written notice is required before any enforcement action.

Milestones

• No later than March 20, 2026: Commencement of pre-petition vote solicitation
• No later than March 23, 2026: Filing of the chapter 11 petitions
• Within one business day of the petition date: Filing of the plan, disclosure statement, and solicitation procedures motion
• Within three business days of the petition date: Entry of the interim DIP order and the conditional approval order, subject to court availability
• Within 35 calendar days of the petition date, or on the plan confirmation date, whichever is earlier: Entry of the final DIP order
• Within 60 calendar days of the petition date: Entry of the confirmation order
• Within 75 calendar days of the petition date: Plan effective date, extendable by up to 15 days solely for obtaining required regulatory approvals

Carve Out

• The carve-out consists of:
  • All fees payable to the Clerk of the Court and the U.S. Trustee, plus statutory interest thereon
  • Up to $100,000 in fees payable to a chapter 7 trustee under section 726(b)
  • All unpaid allowed professional fees incurred on or before the first business day following delivery of a carve-out trigger notice
  • Post-Carve-Out Trigger Notice Cap: $4,000,000 in the aggregate for allowed professional fees incurred after delivery of a carve-out trigger notice
• The carve-out is senior in priority to all DIP liens, adequate protection liens, DIP superpriority claims, and section 507(b) claims.

Use of Proceeds

• Pay transaction costs and fees, including interest and fees on the notes and adequate protection payments
• Fund working capital and general corporate purposes
• Pay the costs of administering the chapter 11 cases, including professional fees and amounts authorized under the first day orders
• Fund carve-out obligations and any other amounts consistent with the approved budget
• DIP proceeds are to be deposited into a segregated DIP account maintained by Kroll Restructuring Administrative LLC, as account agent. No prepetition claims may be paid from DIP proceeds without the consent of the supermajority holders.

Credit Bid

• The DIP Agent, at the direction of the requisite holders, has the right to credit bid all or any portion of the DIP obligations in connection with any sale or disposition of DIP collateral, whether effectuated under section 363, 725, or 1123 of the Bankruptcy Code. Such credit bid right may not be limited or denied "for cause" under section 363(k).
• Each prepetition agent (in accordance with the Intercreditor Agreement) has the right to credit bid its respective prepetition secured obligations, in whole or in part, subject to the absence of a successful challenge.

Avoidance Actions

• The DIP collateral excludes avoidance actions themselves but includes the proceeds of any avoidance actions. The DIP obligations and related liens are not subject to avoidance under the Bankruptcy Code.

Challenge Period and Budget

• The deadline to bring a challenge is the earlier of:
  • Confirmation of a chapter 11 plan
  • 60 days from the date of committee formation, for the official committee of unsecured creditors
  • 60 days from entry of the interim order, for all other parties in interest
• If the cases are converted to chapter 7, or a chapter 7 or chapter 11 trustee is appointed or elected before the challenge deadline expires, the challenge deadline is extended by 60 days from the date of such appointment or election, solely with respect to such trustee.
• Investigation Budget: $50,000, limited to investigation only and may not be used for the commencement or prosecution of any challenge proceeding.
• The debtors' challenge deadline lapsed upon entry of the interim order, and all stipulations by the debtors regarding the prepetition secured obligations are binding and not subject to challenge.

Securities and Priorities

• The DIP obligations are granted superpriority administrative expense claim status under section 364(c)(1) of the Bankruptcy Code against each of the debtors, on a joint and several basis, with priority over all administrative expense and unsecured claims, subordinate only to the carve-out.
• The DIP secured parties are granted perfected liens on and security interests in all of the debtors' prepetition and postpetition assets and properties (the "DIP Collateral"), with the following priorities:
  • First-priority liens on all unencumbered assets under section 364(c)(2)
  • Super-priority priming liens on all assets subject to existing prepetition liens under section 364(d)(1), with the consent of the prepetition secured parties
  • Junior-priority liens on assets that are subject to Permitted Liens under section 364(c)(3)

Adequate Protection

Prepetition SSTL Secured Parties

• The prepetition SSTL obligations, arising under the Super Senior Facilities Agreement originally dated March 1, 2023, totaled approximately $214,051,828 as of the petition date, consisting of $208,395,554 in outstanding loans and $5,656,274 in other obligations. Kroll Agency Services Limited serves as agent, and Wilmington Trust (London) Limited serves as collateral agent.
• As adequate protection, the SSTL secured parties receive postpetition replacement and additional liens on all DIP collateral, allowed superpriority administrative expense claims under section 507(b), and payment of reasonable and documented fees and expenses.

Prepetition Euro Notes Secured Parties

• The prepetition Euro Notes obligations, arising under 16.000% Senior Secured Notes due 2026 issued pursuant to the Fifth Supplemental Indenture dated August 25, 2023, totaled approximately €439,627,223 in outstanding principal and €8,987,934 in accrued interest and fees as of the petition date. Kroll Trustee Services Limited serves as trustee.
• As adequate protection, the Euro Notes secured parties receive postpetition replacement and additional liens on all DIP collateral, allowed superpriority administrative expense claims under section 507(b), and payment of reasonable and documented fees and expenses.

Prepetition Dollar Notes Secured Parties

• The prepetition Dollar Notes obligations, arising under 7.500% Senior Secured Notes due 2025 issued pursuant to the Twelfth Supplemental Indenture dated April 7, 2025, totaled approximately $758,418,621 in outstanding principal and $21,488,528 in accrued interest and fees as of the petition date. Wilmington Trust, National Association serves as trustee.
• As adequate protection, the Dollar Notes secured parties receive postpetition replacement and additional liens on all DIP collateral, allowed superpriority administrative expense claims under section 507(b), and payment of reasonable and documented fees and expenses.

Adequate Protection Fees and Expenses

• The order authorizes payment of reasonable and documented fees and expenses of the ad hoc group's advisors, including Gibson Dunn & Crutcher LLP, Porter Hedges LLP, PJT Partners, and various local and international counsel, as well as fees of the prepetition collateral agent, Clifford Chance LLP, and Linx Capital Limited.
• The U.S. Dollar noteholder advisors, Milbank LLP and Moelis & Company, are authorized to receive $3,125,057.80 from DIP proceeds and $3,450,126.58 payable on the plan effective date, respectively, with up to $250,000 in additional fees payable post-effective date.

Intercreditor Agreement

• The Intercreditor Agreement, originally dated May 4, 2018, as restated on August 25, 2023, and further amended on December 30, 2025, constitutes a subordination agreement under section 510(a) of the Bankruptcy Code and remains binding on all parties. The Intercreditor Agreement is not amended or modified by the DIP orders except as expressly provided therein.

Waivers

• Section 506(c): The debtors waive the right to surcharge the DIP collateral and, upon entry of the final order, the prepetition collateral. No costs or expenses of administration may be charged against the collateral without the prior written consent of the DIP Agent, at the direction of the requisite holders.
• Section 552(b): The "equities of the case" exception does not apply to the DIP secured parties or the prepetition secured parties.
• The equitable doctrine of marshaling does not apply with respect to the DIP collateral or the prepetition collateral.
• The debtors have released and waived all challenges to the prepetition secured obligations, their priority, and the validity of the prepetition liens.

Permitted Variance

• Tested disbursements, excluding professional fees and DIP advisor expenses, may not exceed the budgeted amounts by more than 15% on a cumulative basis for each testing period.
• Minimum Liquidity: $30,000,000 at all times, tested continuously and reported weekly.
• The DIP budget is maintained on a 13-week rolling basis and updated approximately every four weeks, subject to approval by the supermajority noteholders within a 10-day approval window, deemed approved absent objection. Variance reports are delivered weekly by 5:00 p.m. ET each Thursday, with formal variance testing commencing on the first testing date, four full weeks after the closing date.
• The budget, permitted variance, and minimum liquidity covenants may not be waived without the consent of the supermajority DIP noteholders.