EX-10
from 8-K
1 page
International Wire Group, Inc. 12 Masonic Avenue Camden, New York 13316 June 14, 2006 to Certain Holders of Common Stock of International Wire Group, Inc. Re: Requested Waiver of Registration Rights Ladies and Gentlemen: International Wire Group, Inc. (The "Company") Filed a Registration Statement on Amendment No. 4 to Form S-1 With the Securities and Exchange Commission on August 2, 2005 to Register Shares of Certain Selling Shareholders of the Company's Common Stock, Par Value $0.01 Per Share Pursuant to That Certain Amended and Restated Registration Rights Agreement, Dated as of November 23, 2004 (As Amended, the "Registration Rights Agreement"), by and Among the Company and the Persons Listed on the Signature Pages Thereof (The "Holders"). the Registration Statement Became Effective August 9, 2005. the Company Hereby Requests That, as a Holder of Registrable Securities (As Defined in the Registration Rights Agreement), You Waive, From May 1, 2006 Through April 30, 2007, the Company's Obligations Under Article 2 (Shelf Registration) of the Registration Rights Agreement. Please Acknowledge Your Agreement to the Waiver of Registration Rights in the Space Provided Below. <page> Very Truly Yours, International Wire Group, Inc. By: /S/ Rodney D. Kent Name: Rodney D. Kent Title: Chief Executive Officer <page> Acknowledged and Agreed: Gscp (Nj), Inc. By: /S/ Robert Hamwee Name: Robert Hamwee Title: Managing Director Gsc Partners <page> Acknowledged and Agreed: Special Value Absolute Return Fund, LLC By: Svar/MM, LLC, Its Managing Member By: Tennenbaum Capital Partners, LLC, Its Managing Member By: Tennenbaum & Co., LLC, Its Managing Member By: /S/ Michael E. Tennenbaum Name: Michael E. Tennenbaum Title: Managing Partner <page> Acknowledged and Agreed: Special Value Opportunities Fund, LLC By: /S/ Michael E. Tennenbaum Name: Michael E. Tennenbaum Title: Authorized Signatory
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