EXHIBIT 10.1(d)
FORM 10-Q
QUARTER ENDED SEPTEMBER 30, 1999
FOURTH AMENDMENT TO CREDIT AGREEMENT
THIS FOURTH AMENDMENT TO CREDIT AGREEMENT, dated as of
September 30, 1999, amends and supplements the Credit Agreement dated as of
September 24, 1997, as amended by the First Amendment to Credit Agreement
dated as of July 21, 1998, the Second Amendment to Credit Agreement dated as
of September 30, 1998 and the Third Amendment to Credit Agreement dated as of
April 20, 1999 (as so amended, the "Credit Agreement"), among BUCYRUS
INTERNATIONAL, INC., a Delaware corporation (the "Company"), the financial
institutions party thereto (the "Banks"), THE BANK OF NOVA SCOTIA, as
documentation agent, and BANK ONE, WISCONSIN, as agent for the Banks and as
letter of credit issuing bank.
RECITALS
The Company, the Banks, the Documentation Agent and the Agent
desire to amend the Credit Agreement as set forth below.
AGREEMENTS
In consideration of the promises and agreements set forth in the
Credit Agreement, as amended hereby, the parties agree as follows:
1. Definitions and References. Capitalized terms not defined
herein have the meanings ascribed to them in the Credit Agreement. Upon the
execution and delivery of this Fourth Amendment by all of the parties hereto,
all references to the Credit Agreement set forth in the Loan Documents shall
mean the Credit Agreement as amended by this Fourth Amendment to Credit
Agreement.
2. Amendment. The defined term "Net Worth" in Section 1.01 of
the Credit Agreement is amended to read as follows:
"Net Worth" means, for any Person as of the date of
determination, an amount (on a consolidated basis) equal to the total
assets of such Person less the total liabilities of such Person;
provided that for purposes of calculating the Net Worth of the Company
and its consolidated Subsidiaries (a) the Net Worth of Equipment
Assurance Ltd. shall not be less that $0 and (b) the cumulative foreign
currency translation adjustments shall be taken into account only if and
to the extent that the negative amount thereof exceeds ($25,000,000).
3. Representations and Warranties. The Company represents and
warrants to the Agent and each Bank that:
(a) The representations and warranties set forth in
Sections 6.02, 6.03 and 6.04 of the Credit Agreement are true and correct in
all material respects after giving effect to this Fourth Amendment; and
(b) No Default or Event of Default exists as of the date
of this Fourth Amendment.
4. Costs and Expenses. The Company agrees to pay all costs and
expenses (including reasonable attorneys' fees) paid or incurred by the Agent
in connection with this Fourth Amendment.
5. Full Force and Effect. The Credit Agreement, as amended
hereby, remains in full force and effect.
BUCYRUS INTERNATIONAL, INC.
BY /s/ X. X. Xxxxxxx
Title: Treasurer
BANK ONE, WISCONSIN, as Agent,
Issuing Bank and a Bank
BY /s/ Xxxx X. Xxxxx
Title: First Vice President
THE BANK OF NOVA SCOTIA, as
Documentation Agent and a Bank
BY /s/ X. Xxxx
Title: Assistant Agent
FIRSTAR BANK MILWAUKEE, N.A.
BY /s/ Xxxx Xxxxx
Title: Vice President
FLEET CAPITAL CORPORATION
BY /s/ Xxxxx Xxxxxx
Title: Senior Vice President
LASALLE BANK NATIONAL
ASSOCIATION (formerly known as
LaSalle National Bank)
BY /s/ Xxxxx X. Xxxxx
Title: First Vice President
BANK OF SCOTLAND
BY /s/ Xxxxx Xxxxx
Title: Senior Vice President
