To: Performance Food Group Company Bank Group From: Wachovia Capital Markets, LLC Date: September 28, 2007 Re: Second Amended and Restated Credit Agreement dated as of October 7, 2005 (as amended, the “Credit Agreement”) by and among Performance Food...
To:
|
Performance Food Group Company Bank Group | |
From:
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Wachovia Capital Markets, LLC | |
Date:
|
September 28, 2007 | |
Re:
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Second Amended and Restated Credit Agreement dated as of October 7, 2005 (as amended, the “Credit Agreement”) by and among Performance Food Group Company (the “Company”), as Borrower, the lenders party thereto and Wachovia Bank, National Association, as Administrative Agent. |
Capitalized terms used herein but not defined herein shall have the meanings assigned thereto in
the Credit Agreement.
The Company has informed us of its desire to make a technical amendment to Section 10.4(b) of the
Credit Agreement (permitted investments) as set forth below to clarify the scope of permitted
investments and to eliminate any inconsistencies in the list of permitted investments.
“(b) investments in (i) marketable direct obligations issued or unconditionally
guaranteed by the United States of America or any agency thereof, including overnight repos fully
collateralized by United States treasuries or agencies maturing within one hundred twenty (120)
days from the date of acquisition thereof, (ii) commercial paper maturing no more than one hundred
twenty (120) days from the date of creation thereof and currently having the highest rating
obtainable from either Standard & Poor’s Ratings Services, a division of The XxXxxx-Xxxx Companies,
Inc. or Xxxxx’x Investors Service, Inc., (iii) certificates of deposit maturing no more than one
hundred twenty (120) days from the date of creation thereof issued by commercial banks incorporated
under the laws of the United States of America, each having combined capital, surplus and undivided
profits of not less than $500,000,000 and having a rating of “A” or better by a nationally
recognized rating agency; provided, that the aggregate amount invested in such certificates
of deposit shall not at any time exceed $10,000,000 for any one such certificate of deposit and
$50,000,000 for any one such bank, (iv) time deposits maturing no more than thirty (30) days from
the date of creation thereof with commercial banks or savings banks or savings and loan
associations each having membership either in the FDIC or the deposits of which are insured by the
FDIC and in amounts not exceeding the maximum amounts of insurance thereunder, or (v) AAA/Aaa
rated, registered SEC 2a-7 compliant money market mutual funds.
Wachovia is pleased to support this request.
If you are in support of the requested consent, no further action is required on your part. If you
do not object to this request by 3:00 p.m. (Eastern time) on Wednesday, October 3, 2007 you will be
deemed to have consented to this request.
On behalf of the Company, we thank you for your continued support of this facility.
Thank you.
Wachovia Capital Markets, LLC
