FIRST AMENDMENT TO THE CREDIT AGREEMENT
Exhibit 4.4
FIRST AMENDMENT TO THE CREDIT AGREEMENT
FIRST AMENDMENT, dated as of March 11, 2010 (this “Amendment”), to the CREDIT
AGREEMENT (the “Credit Agreement”), dated as of November 10, 2009, among Colt Defense LLC,
a Delaware limited liability company (the “Borrower”), the several banks and other
financial institutions or entities from time to time parties to this Agreement (the
“Lenders”) and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the
“Administrative Agent”). Unless otherwise defined herein, capitalized terms which are
defined in the Credit Agreement are used herein as therein defined.
W I T N E S S E T H:
WHEREAS, the Borrower, the Lenders and the Administrative Agent are parties to the Credit
Agreement;
WHEREAS, the Borrower has requested an amendment to the Credit Agreement as set forth herein;
WHEREAS, the Lenders and the Administrative Agent are willing to agree to such amendment to
the Credit Agreement, subject to the terms and conditions set forth herein;
NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the
Borrower, the Lenders and the Administrative Agent hereby agree as follows:
1. Amendment to Section 7.1 (Financial Condition
Covenants). Subsection 7.1(a) of the Credit Agreement is hereby amended by replacing such subsection in its entirety with
the following:
(a) Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio on any
day (i) from and including the Closing Date up to but not including December 31, 2010 to
exceed 5.5 to 1.0 and (ii) from and including December 31, 2010 and thereafter to exceed 4.5
to 1.0.
2. Effectiveness. This Amendment shall become effective on the date on which the
Administrative Agent duly executes a counterpart of this Amendment and notifies the Borrower that
it has received counterparts of this Amendment duly executed by the Company and the Required
Lenders.
3. Continuing Effect of the Credit Agreement. This Amendment shall not constitute an
amendment of any other provision of the Credit Agreement not expressly referred to herein and shall
not be construed as a waiver or consent to any further or future action on the part of the Borrower
that would require a waiver or consent of the Lenders or the Administrative Agent. Except as
expressly amended hereby, the provisions of the Credit Agreement are and shall remain in full force
and effect.
4. Counterparts. This Amendment may be executed by the parties hereto in any number of
separate counterparts (including by email or telecopy), each of which shall be
deemed to be an original, and all of which taken together shall be deemed to constitute one and the
same instrument.
5. GOVERNING LAW. THIS AMENDMENT AND THE RIGHTS AND
OBLIGATIONS OF THE PARTIES UNDER THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED
IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
[signature page follows]
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and
delivered by their respective proper and duly authorized officers as of the day and year first
above written.
COLT DEFENSE LLC |
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By: | /s/ Xx X. Xxxx | |||
Name: | Wm. M. Keys, LtGen, USMC (ret) | |||
Title: | President & CEO | |||
JPMORGAN CHASE BANK, N.A., as Administrative Agent and as a Lender |
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By: | /s/ Xxxxxxx X. Xxxxxx | |||
Name: | Xxxxxxx X. Xxxxxx | |||
Title: | Managing Director | |||
XXXXXX XXXXXXX BANK, N.A., as a Lender |
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By: | /s/ Xxxxxxx Xxxxx | |||
Name: | Xxxxxxx Xxxxx | |||
Title: | Authorized Signatory |