Exhibit 10.9
AMENDMENT TO REVOLVING CREDIT AGREEMENT
AND REVOLVING CREDIT NOTE
This Amendment, dated as of the date specified below, is by and between
the borrower (the "Borrower") and the bank (the "Bank") identified below.
RECITALS
A. The Borrower and the Bank have executed a Revolving Credit Agreement
(the "Agreement") and the Borrower has executed a Revolving Credit Note (the
"Note"), both dated February 19, 1996, and the Borrower (and if applicable,
certain third parties) have executed the documents identified in Article III of
the Agreement and certain other related documents (collectively the "Loan
Documents"), setting forth the terms and conditions upon which the Borrower may
obtain loans from the Bank from time to time in the aggregate amount not to
exceed $7,000,000.
B. The Borrower has requested that the Bank permit certain
modifications to the Agreement and the Note as described below.
C. The Bank has agreed to such modifications, but only upon the terms
and conditions outlined in this Amendment.
TERMS OF AGREEMENT
In consideration of the mutual covenants contained herein, and for
other good and valuable consideration, the Borrower and the Bank agree as
follows:
1. Bank Name. The references to "BNC National Bank, Minnesota" in the
Agreement and the Note are deleted and replaced with "BNC National Bank of
Minnesota."
2. Revolving Credit Facility. Paragraph 2.1 of the Agreement is
deleted and replaced with the following:
2.1 Revolving Credit Facility. From time to time prior to
February 19, 1998 or the earlier termination hereof pursuant to Article
VI, Borrower may borrow from the Bank for the purposes provided in
Section 4.6 up to the aggregate principal amount outstanding at any one
time of up to $12,000,000. All revolving loans hereunder will be
evidenced by a single promissory note of the Borrower payable to the
order of the Bank in the principal amount of $12,000,000 (the "Note").
Although the Note will be expressed to be payable in the amount of
$12,000,000, the Borrower will be obligated to pay only the amount of
loans actually disbursed hereunder together with accrued interest on
the outstanding balance at the rates and on the dates specified therein
and such other charges provided for herein.
3. Extension of Maturity Date. All references to "February 19, 1997"
in the Note and the Agreement as the maturity date of the loan are hereby
deleted and replaced with "February 19, 1998."
4. Loan Amount. The reference in Paragraph 2.4 (i) of the Agreement to
"$7,000,000" is deleted and replaced with "$12,000,000."
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5. Restrictions on Proceeds. The last sentence of Paragraph 4.6 of the
Agreement is deleted in its entirety.
6. Primary Capital to Assets. Paragraph 4.15 (a) is deleted and
replaced with the following:
(a) Primary Capital to Assets of at least 7%.
7. Return on Assets. Paragraph 4.15 (d) of the Agreement is deleted
and replaced with the following:
(d) an average return on Assets for BNC National Bank of at
least .75%; and an average return on Assets of BNC National Bank of
Minnesota of at least .25%.
8. Effectiveness of Prior Documents. Except as specifically amended
hereby, the Agreement, the Note and the other Loan Documents shall remain in
full force and effect in accordance with their respective terms. All warranties
and representations contained in the Agreement and the other Loan Documents are
hereby reconfirmed as of the date hereof. All collateral previously provided to
secure the Agreement and/or the Note continues as security, and all guaranties
guaranteeing obligations under the Loan Documents remain in full force and
effect. This is an amendment, not a novation.
9. Preconditions of Effectiveness. This Amendment shall only become
effective upon execution by the Borrower and the Bank, and approval by all
guarantors (if any) and any other third party required by the Bank.
10. No Waiver of Defaults; Warranties. This Amendment shall not be
construed as or be deemed to be a waiver by the Bank of existing defaults by the
Borrower, whether known or undiscovered. All agreements, representations and
warranties made herein shall survive the execution of this Amendment.
11. Counterparts. This Amendment may be signed in any number of
counterparts, each of which shall be considered an original, but when taken
together shall constitute one document.
12. Authorization. The Borrower and all guarantors (if any) represent
and warrant that the execution, delivery and performance of this Amendment and
the documents referenced herein are within the corporate or partnership powers
(as applicable) of the Borrower and all corporate or partnership guarantors, and
have been duly authorized by all necessary corporate or partnership action.
Dated as of February 11, 1997.
BNCCORP, INC.,
A Delaware corporation
By: /s/ Xxxxxxx X. Xxxxxxxxx
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Name and Title: President
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FIRSTAR BANK MILWAUKEE, N.A. (Bank)
By: /s/ Xxxxxxx X. Xxxxx
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Xxxxxxx X. Xxxxx, Vice President
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