REVOLVING CREDIT SUPPLEMENT Letters of Credit
Exhibit 10.4
Loan No. RI0340T04
REVOLVING CREDIT SUPPLEMENT
Letters of Credit
Letters of Credit
THIS
SUPPLEMENT to the Master Loan Agreement dated April 7, 2011 (the “MLA”), is
entered into as of April 7, 2011 between FARM CREDIT SERVICES OF AMERICA, PCA (“Farm Credit”) and
ABE FAIRMONT, LLC, Fairmont, Nebraska (the “Company”).
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 $910,800.00 at any one time outstanding (the
“Commitment”). Within the limits of the Commitment, the Company may borrow, repay and reborrow.
SECTION 2. Purpose. The purpose of the Commitment, if agreeable to Agent (as that term is
defined in the MLA) in its sole discretion in each instance, is to allow the Company to open
irrevocable letters of credit for its account. Each letter of credit will be issued within a
reasonable period of time after Agent’s receipt of a duly completed and executed copy of Agent’s
then current form of Application and Reimbursement Agreement or, if applicable, in accordance with
the terms of any CoTrade Agreement between the parties, and shall reduce the amount available
under the Commitment by the maximum amount capable of being drawn thereunder. Any draw under a
letter of credit issued hereunder shall be deemed a loan under the Commitment and shall be repaid
in accordance with this Supplement. Each letter of credit must be in form and content acceptable
to Agent and must expire no later than the maturity date of the Commitment. The purpose of the
commitment is also to refinance loan number RI0340T03, dated December 24, 2008, made by Farm
Credit Services of America, FLCA, which loans and commitments are hereby canceled.
SECTION 3. Term. The term of the Commitment shall be from the date hereof, up to and
including February 1, 2012, 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 l/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 3.10% above the rate quoted by the British Bankers Association
(the “BBA”) at 11:00 a.m. London time for the offering of one (l)-month 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. 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
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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
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.
The Company shall select the applicable rate option at the time it requests a loan hereunder and
may, subject to the limitations set forth above, elect to convert balances bearing interest at the
variable rate option to one of the fixed rate options. Upon the expiration of any fixed rate
period, interest shall automatically accrue at the variable rate option unless the amount fixed is
repaid or fixed for an additional period in accordance with the terms hereof. Notwithstanding the
foregoing, rates may not be fixed for periods expiring after the maturity date of the loans and
rates may not be fixed in such a manner as to cause the Company to have to break any fixed rate
balance in order to pay any installment of principal. All elections provided for herein shall be
made electronically (if applicable), telephonically or in writing and must be received by Agent
not later than 12:00 Noon Company’s local time in order to be considered to have been received on
that day; provided, however, that in the case of LIBOR rate loans, all such elections must be
confirmed in writing upon Agent’s request. Interest, shall be calculated on the
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actual number of days each loan is outstanding on the basis of a year consisting of 360 days and
shall be payable monthly in arrears by the 20th day of the following month or on such other day in
such month as Agent shall require in a written notice to the Company: provided, however, in the
event the Company elects to fix all or a portion of the indebtedness outstanding under the LIBOR
interest rate option above, at Agent’s option upon written notice to the Company, interest shall
be payable at the maturity of the Interest Period and if the LIBOR interest rate fix is for a
period longer than three months, interest on that portion of the indebtedness outstanding shall be
payable quarterly in arrears on each three-month anniversary of the commencement date of such
Interest Period, and at maturity.
SECTION 5. Promissory Note. The Company promises to repay the unpaid principal balance of the
loans on the last day of the term of the Commitment. In addition to the above, the Company
promises to pay interest on the unpaid principal balance of the loans at the times and in
accordance with the provisions set forth in Section 4 hereof.
SECTION 6. Security. The Company’s obligations hereunder and, to the extent related hereto,
the MLA, including without limitation any future advances under any existing mortgage or deed of
trust, shall be secured as provided in the Security Section of the MLA.
SECTION 7. Commitment Fee. In consideration of the Commitment, the Company agrees to pay to
Agent a commitment fee on the average daily unused portion of the
Commitment at the rate of 0.375%
per annum (calculated on a 360-day basis), payable monthly in arrears by the 20th day following
each month. Such fee shall be payable for each month (or portion thereof) occurring during the
original or any extended term of the Commitment.
IN WITNESS WHEREOF, the parties have caused this Supplement to be executed by their duly
authorized officers as of the date shown above.
| FARM CREDIT SERVICES OF AMERICA, PCA | ABE FAIRMONT, LLC | |||||||||
| By: ADVANCED BIOENERGY, LLC | ||||||||||
| its sole member | ||||||||||
By:
|
/s/ Xxxxxxx Xxxxx
|
By: | /s/ Xxxxxxx Xxxxxxxx
|
|||||||
Title:
|
VP Credit | Title: | CEO/CFO | |||||||
| NT 4-28-11 | ||||||||||
