Eleventh Amendment to Construction Loan AgreementConstruction Loan Agreement |
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Exhibit 10.3
Eleventh Amendment to Construction Loan Agreement
This Eleventh Amendment to Construction Loan Agreement is dated as of the 30th day of March, 2006, and is by and between LSCP, LLLP, an Iowa limited liability limited partnership (“BORROWER”) and FIRST NATIONAL BANK OF OMAHA (“BANK”), a national banking association established at Omaha, Nebraska.
WHEREAS, the BANK and BORROWER executed a written Construction Loan Agreement dated as of July 25, 2002, which, together will all amendments thereto, is collectively called the “AGREEMENT”.
WHEREAS, the BORROWER has requested a waiver of Section 6.4.12 of the AGREEMENT to allow for a $5,700,000 capital project outside of the $1,000,000 annual Capital Expenditure limit. This capital project will consist of the purchase and construction of two 500,000 bushel cement grain bins in anticipation of the potential 40MM gallon plant expansion, which is scheduled to begin in August 2006.
WHEREAS, the BORROWER has requested interim financing of $5,673,025 to finance the construction of grain storage bins (“BRIDGE LOAN”) which will be paid off with permanent financing prior to LOAN TERMINATION DATE.
Now, Therefore, in consideration of the AGREEMENT, and their mutual promises made herein, BANK and BORROWER agree as follows:
1.
Terms which are typed herein as all
capitalized words and are not defined herein shall have same meanings as when
described in the AGREEMENT.
2.
BORROWER acknowledges and agrees it owes
BANK (as part of its OBLIGATIONS):
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TERM NOTE 2 which has a current principal
balance of $12,025,680.34;
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TERM NOTE 3 which has a current principal
balance of $5,876,324.02;
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TERM NOTE 4 which has a current principal
balance of $0, and a commitment of $5,000,000;
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REVOLVING NOTE which has a current
principal balance of $0, and a commitment of $3,500,000
3.
Paragraph 1.19 of the AGREEMENT is hereby
amended to read as follows, effective immediately:
1.19
“LOAN TERMINATION DATE” means
the earliest to occur of the following: (i) as the REVOLVING NOTE,
March 30, 2007; as to TERM NOTE 2, TERM NOTE 3, and TERM NOTE 4
June 1, 2008; as to BRIDGE NOTE October 1, 2006; (ii) the date
the OBLIGATIONS are accelerated pursuant to this AGREEMENT; and (iii) the
date BANK receives (a) notice in writing from BORROWER of BORROWER’s
election to terminate this AGREEMENT and (b) indefeasible payment in full
of the OBLIGATIONS.
4.
The following additional paragraphs 2.17
and 2.18 shall be added to the AGREEMENT, immediately following existing
paragraph 2.16:
2.17
BRIDGE LOAN. The BANK agrees, on the
terms and subject to the conditions hereinafter set forth, to make, from time
to time during the period from the date of execution of this AGREEMENT to and
including the LOAN TERMINATION DATE disbursements to the BORROWER in an
aggregate principal amount not to exceed the amount of the BRIDGE LOAN for the
sole purpose of paying approved costs of the grain storage bins.
2.18
“BRIDGE NOTE” means the
promissory note of the BORROWER in the form of Exhibit 11-A
evidencing borrowings under the BRIDE LOAN of up to a maximum amount of Five
Million Six Hundred Seventy Three Thousand Twenty Five ($5,673,025) Dollars.
Notwithstanding any provisions of BRIDGE NOTE, interest shall be payable at the
rate provided therein only on such portions of the BRIDGE LOAN proceeds as
actually have been disbursed pursuant to this AGREEMENT. Prior to LOAN
TERMINATION DATE, BORROWER shall pay BANK interest only, due quarterly
beginning June 1, 2006. On LOAN TERMINATION DATE, the outstanding balance
of BRIDGE NOTE will either be (a) added to the principal balance of TERM
NOTE 3, on terms acceptable to BANK, or (b) paid from proceeds from a new
loan between BORROWER and BANK for the purpose of future expansion funded at or
prior to LOAN TERMINATION DATE.
5.
Paragraph 6.4.12 of the AGREEMENT is
hereby amended to read as follows, effective immediately:
6.4.12
Make, or commit to make, capital expenditures
(including the total amount of any capital leases) in an aggregate amount
exceeding $1,000,000 in any single fiscal year, including the current fiscal
year; provided, however, BANK consents to BORROWER’s expenditure of up to
$5,700,000.00 in capital expenditures, in addition to the foregoing limitation,
during the fiscal year 2006 for the purchase and construction of two 500,000
bushel cement grain bins.
6.
BORROWER certifies by its execution
hereof that the representations and warranties set forth in Section 5 of
the AGREEMENT are true as of this date (except as to the status of BORROWER
being a limited partnership) and further certifies that no EVENT OF DEFAULT
under the AGREEMENT, and no event which, with the giving of notice or passage
of time or both, would become such an EVENT OF DEFAULT, has occurred as of this
date.
7.
Except as amended hereby the parties
ratify and confirm as binding upon them all of the terms of the AGREEMENT.
8.
Counterparts. This Amendment may be executed in counterparts,
each of which shall constitute an original, but all of which when taken
together shall constitute but one contract, and shall become effective when
copies hereof which, when taken together, bear the signatures of each of the
parties hereto, shall be delivered to BANK.
In witness whereof the parties set their hands as of the date first written above.
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First National Bank of Omaha |
LSCP, LLLP, |
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an Iowa Limited Liability Limited Partnership |
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By Little Sioux Corn Processors, L.L.C., Its |
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General Partner |
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By: |
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/s/ Brad Brummund |
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By: |
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/s/ Stephen G. Roe |
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Brad Brummund, |
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Steve Roe, President of Little |
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