Exhibit 10.1
Loan No. RIE539S01D
STATUSED REVOLVING CREDIT
SUPPLEMENT
THIS SUPPLEMENT
to the Master Loan
Agreement dated May 23, 2005 (the “MLA”), is entered
into as of May 15, 2007, and effective May 31, 2007
(“Effective Date”), between CoBANK, ACB
(“CoBank”) and DAKOTA GROWERS PASTA COMPANY, INC.,
Carrington, North Dakota (the “Company”), and
amends and restates the Supplement dated May 26, 2006 and numbered
RIE539S01C.
SECTION
1. The Revolving
Credit Facility. On the terms and conditions set forth in
the MLA and this Supplement, CoBank agrees to make loans to the
Company during the period set forth below in an aggregate principal
amount not to exceed, at any one time outstanding, the lesser of
$25,000,000.00 (the “Commitment”), or the
“Borrowing Base” (as calculated pursuant to the
Borrowing Base Report attached hereto as Exhibit A). Within
the limits of the Commitment, the Company may borrow, repay and
reborrow.
SECTION
2.
Purpose.
The purpose of the Commitment is to finance the inventory and
receivables referred to in the Borrowing Base Report.
SECTION
3. Term.
The term of the
Commitment shall be from the Effective Date hereof, up to and
including May 29, 2008, or such later date as CoBank may, in its
sole discretion, authorize in writing.
SECTION
4.
Interest. The Company agrees to pay interest on
the unpaid balance of the loans in accordance with one or more of
the following interest rate options, as selected by the
Company:
(A)
7-Day LIBOR Index Rate. At a rate (rounded upward to the nearest
1/100th and adjusted for reserves required on “Eurocurrency
Liabilities” (as hereinafter defined) for banks subject to
“FRB Regulation D” (as hereinafter defined) or required
by any other federal law or regulation) per annum equal at all
times to the annual rate quoted by the British Bankers Association
(the “BBA”) at 11:00 a.m. London time for the offering
of seven (7)-day U.S. dollars deposits, as published by Bloomberg
or another major information vendor listed on BBA’s official
website on the first U.S. Banking Day (as hereinafter defined) in
each week with such rate to change weekly on such day plus the
Performance Pricing Adjustments, if any, set forth in Section 4(C)
below. The rate shall be reset automatically, without the
necessity of notice being provided to the Company or any other
party, on the first U.S. Banking Day of each succeeding week and
each change in the rate shall be applicable to all balances subject
to this option and information about the then current rate shall be
made available upon telephonic request. For purposes
hereof: (a) “U.S. Banking Day” shall mean a day
on which CoBank is open for business and banks are open for
business in New York, New York; (b) “Eurocurrency
Liabilities” shall have meaning as set forth in “FRB
Regulation D”; and (c) “FRB Regulation D” shall
mean Regulation D as promulgated by the Board of Governors of the
Federal Reserve System, 12 CFR Part 204, as amended.
(B)
LIBOR. At
a fixed rate per annum equal to “LIBOR” (as hereinafter
defined), plus the Performance Pricing Adjustments, if any, set
forth in Section 4(C) below. Under this option: (1)
rates may be fixed for “Interest Periods” (as
hereinafter defined) of 1, 2, 3, 6, 9 or 12 months, as selected by
the Company; (2) amounts may be fixed in increments of $100,000.00
or multiples thereof; (3) the maximum number of fixes in place at
any one time shall be 10; and (4) rates may only be fixed on a
“Banking Day” (as hereinafter defined) on 3 Banking
Days’ prior written notice. For purposes hereof:
(a) “LIBOR” shall mean the rate (rounded upward to the
nearest sixteenth and adjusted for reserves required on
“Eurocurrency Liabilities” (as hereinafter defined) for
banks subject to “FRB Regulation D” (as hereinafter
defined) or required by any other federal law or regulation) quoted
by the British Bankers Association (the “BBA”) at 11:00
a.m. London time 2 Banking Days before the commencement of the
Interest Period for the offering of U.S. dollar deposits in the
London interbank market for the Interest Period designated by the
Company, as published by Bloomberg or another major information
vendor
1
listed on BBA’s
official website; (b) “Banking Day” shall mean a day on
which CoBank is open for business, dealings in U.S. dollar deposits
are being carried out in the London interbank market, and banks are
open for business in New York City and London, England; (c)
“Interest Period” shall mean a period commencing on the
date this option is to take effect and ending on the numerically
corresponding day in the next calendar month or the month that is
2, 3, 6, 9 or 12 months thereafter, as the case may be; provided,
however, that: (
