EIGHTH AMENDMENT TO CREDIT AGREEMENT
Exhibit 10.1
Execution Copy
EIGHTH AMENDMENT TO CREDIT AGREEMENT
EIGHTH AMENDMENT TO CREDIT AGREEMENT (this “Eighth Amendment”), dated as of January
15, 2010, by and among TRICO MARINE SERVICES, INC., a Delaware corporation (the
“Borrower”), TRICO MARINE ASSETS, INC., a Delaware corporation (“Trico Assets”), as
a Guarantor, and TRICO MARINE OPERATORS, INC., a Louisiana corporation (“Trico Operators”),
as a Guarantor, the Lenders party hereto (each, a “Lender” and, collectively, the
“Lenders”) and NORDEA BANK FINLAND PLC, NEW YORK BRANCH, as Administrative Agent (in such
capacity, the “Administrative Agent”) and Collateral Agent (in such capacity, the
“Collateral Agent”). Unless otherwise indicated, all capitalized terms used herein and not
otherwise defined shall have the respective meanings provided such terms in the Credit Agreement
referred to below.
WHEREAS, the Borrower, Trico Assets, Trico Operators, the Lenders from time to time party
thereto, and the Administrative Agent are parties to an Amended and Restated Credit Agreement,
dated as of August 29, 2008, and amended by (i) the First Amendment to Credit Agreement, dated as
of Xxxxx 00, 0000, (xx) the Second Amendment to Credit Agreement dated as of May 8, 2009, (iii) the
Third Amendment to Credit Agreement dated as of May 14, 2009, (iv) the Fourth Amendment and Consent
to Credit Agreement dated as of July 29, 2009, (v) the Fifth Amendment to Credit Agreement dated as
of August 5, 2009, (vi) the Sixth Amendment to Credit Agreement dated as of October 30, 2009 and
(vii) the Seventh Amendment to Credit Agreement dated as of December 22, 2009 (the “Credit
Agreement”);
1. The definition of “Total Unutilized Revolving Loan Commitment” appearing in Section 1 of
the Credit Agreement is hereby amended by deleting the text “Total Available Commitment” appearing
in said definition and inserting the text “Total Commitment” in lieu thereof.
Eighth Amendment Effective Date (it being understood that any representation or warranty made
as of a specific date shall be true and correct in all material respects as of such specific date).
2. The Credit Agreement is modified only by the express provisions of this Eighth Amendment
and this Eighth Amendment shall not constitute a modification, acceptance or waiver of any other
provision of the Credit Agreement or any other Credit Document except as specifically set forth
herein.
3. This Eighth Amendment may be executed in any number of counterparts and by the different
parties hereto on separate counterparts, each of which counterparts when executed and delivered
shall be an original, but all of which shall together constitute one and the same instrument. A
complete set of counterparts shall be lodged with the Borrower and the Administrative Agent.
4. THIS EIGHTH AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE
CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK.
5. This Eighth Amendment shall become effective on the date (the “Eighth Amendment
Effective Date”) when the Borrower, each other Credit Party and the Required Lenders shall
have signed a counterpart hereof (whether the same or different counterparts) and shall have
delivered (including by way of facsimile or other electronic transmission) the same to White &
Case LLP, 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, XX 00000; Attention: May Yip (facsimile number:
000-000-0000 / email: xxxx@xxxxxxxxx.xxx).
6. From and after the Eighth Amendment Effective Date, all references in the Credit Agreement
and each of the other Credit Documents to the Credit Agreement shall be deemed to be references to
the Credit Agreement, as modified hereby.
* * *
2
NORDEA BANK FINLAND PLC, NEW YORK BRANCH, as Administrative Agent |
||||
By: | /s/ Xxxxxx Xxxxxx | |||
Name: | Xxxxxx Xxxxxx | |||
Title: | Senior Vice President | |||
By: | /s/ Xxxxxx Xxxx | |||
Name: | Xxxxxx Xxxx | |||
Title: | Vice President | |||
Signature page to Trico $50mm Eighth Amendment
SIGNATURE PAGE TO THE EIGHTH AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE FIRST DATE WRITTEN ABOVE, AMONG TRICO MARINE SERVICES, INC., TRICO MARINE ASSETS INC., TRICO MARINE OPERATORS, INC., VARIOUS FINANCIAL INSTITUTIONS AND NORDEA BANK FINLAND PLC, NEW YORK BRANCH, AS ADMINISTRATIVE AGENT
NAME OF INSTITUTION:
NORDEA BANK NORGE ASA, CAYMAN ISLANDS BRANCH, as a Lender |
||||
By: | /s/ Xxxxxx Xxxxxx | |||
Name: | Xxxxxx Xxxxxx | |||
Title: | Senior Vice President | |||
By: | /s/ Xxxxxx Xxxx | |||
Name: | Xxxxxx Xxxx | |||
Title: | Vice President | |||
Signature page to Trico $50mm Eighth Amendment
TRICO MARINE SERVICES, INC. |
||||
By: | /s/ Xxxxx Xxxxx | |||
Name: | Xxxxx Xxxxx | |||
Title: | SVP & CFO | |||
Signature page to Trico $50mm Eighth Amendment