Exhibit 10.1
Loan No. RIE539S01F
STATUSED REVOLVING CREDIT
SUPPLEMENT
THIS SUPPLEMENT
to the Master Loan Agreement dated
May 23, 2005 (the “MLA”), is entered into as of
December 8, 2008, and effective January 14, 2009
(“Effective Date”), between CoBANK, ACB
(“CoBank”) and DAKOTA GROWERS PASTA COMPANY, INC.,
Carrington, North Dakota (the “Company”), and
amends and restates the Supplement dated January 22, 2008 and
numbered RIE539S01E.
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
$45,000,000.00 (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 January 13, 2010, 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
loan(s) 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 1/100 th 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.
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 the 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 ten; and
(4) rates may only be fixed on a “Banking Day” (as
hereinafter defined) on three 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 herein 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 two Banking Days before the
commencement of the Interest
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