AGREEMENT
THIS AGREEMENT ("Agreement") is entered into this 16th day of November,
2009, between Xxxxxx X. Xxxxxxxx and Xxxxxxx X. Xxxxxxxx, Trustees of the
Xxxxxxxx Family Trust, UTA dated December 20, 1993 ("Andersons"), and Alanco
Technologies, Inc., an Arizona corporation ("Alanco").
RECITALS:
Andersons, as lender, and Alanco and its subsidiaries, as borrower, have entered
into that certain Restated Loan and Security Agreement, as amended (the "Loan
Agreement"), pursuant to which the Andersons have established a revolving credit
facility to Alanco having a current principal balance of $3,250,000.
In addition, the Andersons hold a promissory note issued by StarTrak Systems,
LLC, a wholly owned subsidiary of Alanco, initially in favor of Transcore Link
Corporation in the amount of $500,000 (the "Transcore Note").
Also, the Andersons, or entities associated with them, hold 167,394 shares of
Alanco's Series D Preferred Stock, having a face par value of $1,673,940, which
stock accrues dividends at the rate of 15% per annum (the "Andersons Series D
Stock").
The parties desire to increase the credit limit of the Loan Agreement so that
Alanco can draw funds therefrom sufficient to retire the Transcore Note and the
Andersons Series D Stock as well as pay all associated accrued interest thereon,
as well as interest and potential fees currently payable under the Loan
Agreement.
NOW, THEREFORE, in consideration of the mutual covenants contained herein, the
parties agree as follows:
1. Current Obligations. The parties acknowledge that the current
obligations of Alanco and its subsidiaries to the Andersons and their related
parties, include the following:
a. Obligations under the Loan Agreement:
Principal $3,250,000.00
Fee $ 18,750.00
Accrued interest through 11/15/09 $ 46,945.21
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Total $3,315,695.21
b. Obligations under the Transcore Note:
Principal $ 500,000.00
Accrued interest through 11/15/09 $ 30,479.45
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Total $ 530,479.45
c. Obligations with respect to Andersons Series D Stock:
Face Value of shares $1,673,940.00
Accrued Dividends through 11/15/09 $ 17,173.32
------------
Total $1,691,113.32
The total of the obligations set forth in subsection a, b and c above is
$5,537,287.98 (the "Current Obligations").
2. Increase in Credit Limit under Loan Agreement. Effective upon the
execution hereof, the Credit Limit under the loan Agreement shall be increased
to the total of the Current Obligations. The increase in the Credit Limit over
the existing limit of $3,250,000 shall be deemed immediately drawn by Alanco to
pay/retire or redeem all of the obligations specified in section 1 above other
than the existing principal balance of the loan Agreement. Therefor the new
outstanding balance under the Loan Agreement shall be equal to the Current
Obligations, the Transcore Note shall be deemed fully retired and the Andersons
Series D Stock shall be deemed to be redeemed. The parties shall execute the
Fourth Amendment to the Loan Agreement in the form attached hereto as Exhibit A.
IN WITNESS WHEREOF, the parties hereto have caused this Fourth Amendment to be
executed to be effective as of the date first above written.
ALANCO TECHNOLOGIES, INC.
an Arizona Corporation
By: ____________________________________
Xxxxxx X. Xxxxxxxx
Chief Executive Officer
_______________________________________
XXXXXX X. XXXXXXXX
_______________________________________
XXXXXXX X. XXXXXXXX
Trustees of the Xxxxxxxx Family Trust, UTA
dated December 20, 1993
