Exhibit 10.1
AMENDMENT XX. 0
XXXXXXXXX XX. 0 dated as of August 1, 2001 in respect of the
Five-Year Credit Agreement dated as of April 12, 1999 (as modified and
supplemented and in effect on the date hereof, the "Credit Agreement") between
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HEARST-ARGYLE TELEVISION, INC., a corporation duly organized and validly
existing under the laws of the State of Delaware (the "Borrower"), the lenders
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party thereto (individually, a "Lender" and, collectively, the "Lenders") and
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THE CHASE MANHATTAN BANK, as Administrative Agent (in such capacity, the
"Administrative Agent"). Terms defined in the Credit Agreement are used herein
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as defined therein.
The Borrower has requested that the Administrative Agent consent
to certain amendments to the Credit Agreement. The Administrative Agent,
pursuant to authority granted by, and having obtained all necessary consents of,
the Required Lenders (as defined in the Credit Agreement), has agreed to such
amendments and, accordingly, the parties hereto hereby agree as follows:
Section 1. Amendments. Subject to the satisfaction of the
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conditions set forth in Section 2 hereof, the Credit Agreement shall be amended
as follows:
A. The aggregate amount of the Lenders' Revolving Commitments
shall be reduced on the date hereof to $750,000,000.
B. Paragraph (a) of Section 6.10 of the Credit Agreement shall be
amended to read in its entirety as follows:
"(a) Leverage Ratio. The Borrower will not permit the Leverage
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Ratio to exceed the following respective ratios at any time during the
following respective periods:
Period Ratio
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From August 15, 2001
through June 29, 2003 5.50 to 1
From June 30, 2003
through December 30, 2003 5.00 to 1
From December 31, 2003
and at all times thereafter 4.50 to 1"
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C. Paragraph (b) of Section 6.10 of the Credit Agreement shall be
amended to read in its entirety as follows:
"(b) Interest Coverage Ratio. The Borrower will not permit the
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Interest Coverage Ratio to be less than (i) 2.00 to 1 as at the last day of
any fiscal quarter ending on or before the fiscal quarter ending March 31,
2003 and (ii) 2.50 to 1 as at the last day of any fiscal quarter
thereafter."
Section 2. Conditions. The amendment to the Credit Agreement set
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forth in Section 1 hereof shall become effective, as of the date hereof, upon
(i) the execution of this Amendment No. 1 by the Borrower and the Administrative
Agent, and (ii) the payment to each Lender that authorizes the Administrative
Agent to execute this Amendment No. 1 no later than 5 p.m. New York time on or
prior to August 14, 2001 (or such later date to which the Borrower shall agree),
of an amendment fee in an amount equal to 0.125% of the Commitment of such
Lender as reduced on the date hereof.
Section 3. Miscellaneous. Except as expressly herein provided,
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the Credit Agreement shall remain unchanged and in full force and effect. This
Amendment No. 1 may be executed in any number of counterparts, all of which
taken together shall constitute one and the same amendatory instrument and any
of the parties hereto may execute this Amendment No. 1 by signing any such
counterpart. This Amendment No. 1 shall be governed by, and construed in
accordance with, the law of the State of New York.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment
No. 1 to be duly executed as of the day and year first above written.
BORROWER
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HEARST-ARGYLE TELEVISION, INC.
By /s/ Xxxxx X. Xxxxx
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Title: Executive Vice President and
Chief Financial Officer
ADMINISTRATIVE AGENT
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THE CHASE MANHATTAN BANK,
as Administrative Agent
By Xxxxx X. Xxxxxx
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Title: Vice President
