STATUSED REVOLVING CREDIT
SUPPLEMENT
THIS
SUPPLEMENT to the Master Loan Agreement dated November 20,
2006 (the “MLA”), is entered into as of
December 24, 2008 between FARM CREDIT SERVICES OF AMERICA,
FLCA (“Farm Credit”) and ABE FAIRMONT, LLC,
Fairmont, Nebraska (the “Company”), and amends and
restates the Supplement dated October 5, 2007 and numbered
RI0475S01.
SECTION 1. The
Revolving Credit Facility. On the terms and conditions set
forth in the MLA and this Supplement, Farm Credit 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 $6,000,000.00 (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 date hereof,
up to and including February 1, 2010, or such later date as
Agent 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) One-Month 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 310 basis points above
the annual rate quoted by the British Bankers Association (the
“BBA”) at 11:00 a.m. London time for the offering
of one (1)-month U.S. dollars deposits, as published by Bloomberg
or another major information vender 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. 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: (1) “U.S.
Banking Day” shall mean a day on which Agent is open for
business and banks are open for business in New York, New York; (2)
“Eurocurrency Liabilities” shall have the meaning as
set forth in “FRB Regulation D”; and (3)
“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) Quoted Rate. At a fixed rate per annum to be quoted
by Agent in its sole discretion in each instance. Under this
option, rates may be fixed on such balances and for such periods,
as may be agreeable to Agent in its sole discretion in each
instance, provided that: (1) the minimum fixed period shall be
30 days; (2) amounts may be fixed in increments of
$100,000.00 or multiples thereof; and (3) the maximum number
of fixes in place at any one time shall be five.
(C) LIBOR. At a fixed rate per annum equal to
“LIBOR” (as hereinafter defined) plus 3.10%. Under this
option: (1) rates may be fixed for “Interest
Periods” (as hereinafter defined) of one
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Statused
Revolving Credit Supplement RI0475S01A
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-2-
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ABE FAIRMONT,
LLC
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Fairmont,
Nebraska
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month, 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 five; 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 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 listed on BBA’s
official website; (b) “Banking Day” shall mean a day on
which Agent 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; provided, however,
that: (i) in the event such ending day is not a Banking Day,
such period shall be extended to the next Banking Day unless such
next Banking Day falls in the next calendar month, in which case it
shall end on the preceding Banking Day; and (ii) if there is
no numerically corresponding day in the month, then such period
shall end on the last Banking Day in the relevant month; (d)
“Eurocurrency Liabilities” shall have meaning as set
forth in “FRB Regulation D”; and (e) “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.
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