[LETTERHEAD OF NATIONSBANK APPEARS HERE]
EXHIBIT 10(r)
April 23, 1997
Lenders Party to the $300,000,000
Scientific-Atlanta, Inc. Revolving
Credit Facility
Ladies and Gentlemen:
Reference is made to the Credit Agreement dated as of May 11, 1995, as
amended (the "Credit Agreement") by and among Scientific-Atlanta, Inc. (the
"Borrower"), the financial institutions party thereto as Lenders (the
"Lenders"), and NationsBank, N.A. (South), formerly known as NationsBank of
Georgia, National Association, as Agent (the "Agent"). Capitalized terms not
defined in this letter have the respective meanings given them in the Credit
Agreement.
As you are aware, the Borrower has requested that the Lenders agree to
amend the Credit Agreement to effect an extension of (a) the Facility B
Termination Date by 364 days from May 9, 1997 to May 8, 1998 and (b) the
Termination Date from May 11, 2000 to May 11, 2002. Except for this amendment,
the Credit Agreement remains in effect and is restated in its entirety.
To confirm your agreement to such extension of the Facility B Termination
Date and the Termination Date, on a copy of this letter, please type or write
the name of your institution in the space provided below, sign below that and
then return the same to the Agent no later than 5:00 p.m., May 7, 1997.
Should you have any questions, please do not hesitate to call the
undersigned at (000)000-0000.
Sincerely yours,
NATIONSBANK, N.A. (SOUTH),
as Agent
By: /s/ Xxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxx X. Xxxxxxx
Title: Vice President
AGREED AND ACCEPTED:
NationsBank, N.A. (South)
-------------------------------
[Type/write Lender name]
By: /s/ Xxxx X. Xxxxx
----------------------------
Name: Xxxx X. Xxxxx
-----------------------
Title: Associate
------------------
AGREED AND ACCEPTED:
ABN AMRO Bank, N.V.
----------------------------------
[Type/write Lender name]
By: /s/ Xxxxxx X. Xxxxxxx
------------------------------- /s/ Xxxxxx X. Xxxxxx
Name: XXXXXX X. XXXXXXX --------------------------------
-------------------------- Xxxxxx X. Xxxxxx
Title: Vice President Vice President
AGREED AND ACCEPTED
The Bank of New York
------------------------------
[Type/write Lender name]
By: /s/ Xxxxxxx X. Xxxxxx
---------------------------
Name: XXXXXXX X. XXXXXX
----------------------
Title: Vice President
AGREED AND ACCEPTED:
Toronto Dominion (Texas), Inc.
-------------------------------
[Type/write Lender name]
By: /s/ Xxxxxxxx X. Xxxxxx
----------------------------
Name: XXXXXXXX X. XXXXXX
-----------------------
Title: Vice President
AGREED AND ACCEPTED:
Australia and New Zealand Banking Group Limited
------------------------------------------------
[Type/write Lender name]
By: /s/ Xxxxxx Xxxxx
-----------------------------
Name: XXXXXX XXXXX
------------------------
Title: Vice President, Credit
AGREED AND ACCEPTED:
The Bank of Tokyo-Mitsubishi, Ltd.
----------------------------------
[Type/write Lender name]
By: /s/ Xxxx X. Xxxxxxx
----------------------------
Name: XXXX X. XXXXXXX
-----------------------
Title: Vice President and Manager
AGREED AND ACCEPTED:
Wachovia Bank of Georgia, N.A.
-------------------------------
[Type/write Lender name]
By: /s/ Xxxxx X. XxXxxxx
----------------------------
Name: XXXXX X. XXXXXXX
-----------------------
Title: Senior Vice President
