EXHIBIT 4-N
AMENDMENT NO. 4
TO
NATIONAL STEEL CREDIT AGREEMENT
AMENDMENT No. 4 (this "Amendment"), dated as of February 28, 2001, by and
among National Steel Corporation (the "Borrower"), the financial institutions
parties hereto (the "Consenting Lenders"), Citicorp USA, Inc., as agent for the
Lenders and Issuers under the Credit Agreement defined below (the
"Administrative Agent"), and The Fuji Bank, Limited, as syndication agent for
the Lenders and Issuers under the Credit Agreement (defined below) (the
"Syndication Agent"), to that certain Credit Agreement dated as of November 19,
1999 by and among the Borrower, the Administrative Agent, the Syndication Agent
and the financial institutions and other entities from time to time party
thereto as a Lender or Issuer (such Credit Agreement, as heretofore amended, the
"Credit Agreement"; capitalized terms used herein but not defined herein being
used herein as defined in the Credit Agreement).
W I T N E S S E T H:
WHEREAS, the Borrower, the Consenting Lenders, the Administrative Agent and
the Syndication Agent are parties to the Credit Agreement and, as of the date
hereof, the Consenting Lenders collectively hold Commitments aggregating more
than 66 2/3% of the aggregate outstanding amounts of the Commitments; and
WHEREAS, the parties hereto wish to amend the terms of the Credit Agreement
as set forth herein;
NOW, THEREFORE, in consideration of the foregoing, the mutual covenants and
obligations herein set forth and other good and valuable consideration, the
adequacy and receipt of which is hereby acknowledged, and in reliance upon the
representations, warranties and covenants herein contained, the parties hereto,
intending to be legally bound, hereby agree as follows:
Section 1. Amendments.
(a) Amendments to Article I (Definitions, Interpretations and Accounting
Terms). Article I of the Credit Agreement is hereby amended as follows:
(1) a new definition of "Amendment 4 Effective Date" is hereby inserted in
Section 1.1 (Defined Terms) of the Credit Agreement to read in its entirety as
follows:
"Amendment 4 Effective Date" means the date on which all conditions of
effectiveness set forth in Section 2 of Amendment No. 4 to this Agreement,
dated as of February 28, 2001, among the Administrative Agent, the
Borrower, the Guarantor and the Lenders party thereto shall be satisfied.
AMENDMENT NO. 4 TO CREDIT AGREEMENT
NATIONAL STEEL CORPORATION
(2) the definition of "Loan Documents" in Section 1.1 (Defined Terms) of
the Credit Agreement is hereby amended and restated in its entirety to read as
follows:
"Loan Documents" means, collectively, this Agreement, any Notes, the
Guaranty, the Intercreditor Agreement, the Fee Letter, the NUF Lien
Subordination Agreement, each Letter of Credit Reimbursement Agreement, the
Collateral Documents, each Hedging Contract with a Lender or any Affiliate
thereof and all agreements for cash management services provided by a
Lender or any Affiliate thereof, and each certificate, agreement or
document executed by a Loan Party and delivered to the Administrative Agent
or any Lender in connection with or pursuant to any of the foregoing.
(3) the definition of "Net Cash Proceeds" in Section 1.1 (Defined Terms) of
the Credit Agreement is hereby amended and restated in its entirety to read as
follows:
"Net Cash Proceeds" means (i) proceeds received by the
Borrower or any of its Material Subsidiaries after the Effective Date in
cash or Cash Equivalents from any Asset Sale, other than Asset Sales
permitted under clauses (i) through (iv) of Section 8.7(a) (Sale of
Assets), net of (x) the reasonable cash costs of sale, assignment or
other disposition, (y) taxes paid or payable as a result thereof and (z)
any amount required to be paid or prepaid on Indebtedness (other than
the Obligations) secured by the assets subject to such Asset Sale;
provided, however, that evidence of each of (x), (y) and (z) in form and
substance satisfactory to the Administrative Agent is provided to the
Administrative Agent; (ii) proceeds of insurance on account of the loss
of or damage to any such assets or property and payments of compensation
for any such assets or property taken by condemnation or eminent domain,
to the extent such proceeds or payments exceed twenty-five million
Dollars ($25,000,000) in the aggregate and, within one hundred and
eighty (180) days after the receipt thereof, replacement or repair of
such asset or property has not commenced, except that in the event that
at any time such replacement or repair is abandoned or otherwise
discontinued or is not diligently pursued, the remaining award or
proceeds, as the case may be, shall constitute Net Cash Proceeds at such
time and (iii) proceeds received after the Effective Date by any Loan
Party in cash or Cash Equivalents from (A) any Equity Issuance (other
than any NUF Equity Issuance and other than such issuance of common
Stock of the Borrower occurring in the ordinary course of business to
any director, member of the management or employee of the Borrower or
any of its Material Subsidiaries) or (B) any Debt Issuance (except for
Indebtedness permitted under Section 8.2 (Indebtedness)), in each case
net of brokers' and advisors' fees and other costs incurred in
connection with such transaction, satisfactory evidence of which is
provided to the Administrative Agent.
(4) new definitions of "NUF", "NUF Credit Agreement", "NUF Equity
Issuance", "NUF Lien Subordination Agreement", "NUF Loan Documents", "NUF
Scheduled Maturity Date" and "NUF Subordinated Indebtedness" are hereby inserted
in Section 1.1 (Defined Terms) of the Credit Agreement, and placed in the
correct alphabetical order, to read as follows:
-2-
AMENDMENT NO. 4 TO CREDIT AGREEMENT
NATIONAL STEEL CORPORATION
"NUF" means NUF LLC, a Delaware limited liability company that is an
Affiliate of NKK, and any assignee permitted under the terms of the NUF
Loan Documents as in effect on the Amendment 4 Effective Date.
"NUF Credit Agreement" means the Subordinated Credit Agreement, dated
as of February 28, 2001, between the Borrower and NUF.
"NUF Equity Issuance" means the issuance or sale of any Stock of the
Borrower by the Borrower (including, for the avoidance of doubt, any
conversion of NUF Subordinated Indebtedness into Stock of the Borrower and
any contribution in immediately available funds to the capital of the
Borrower or the Guarantor by NUF, NKK or any Affiliate thereof other than
the Borrower and any of its Subsidiaries), the entire proceeds of which are
applied immediately upon receipt thereof to repay or prepay all or part of
the NUF Subordinated Indebtedness, with a corresponding reduction or
termination in the commitments thereunder, if such repayment or prepayment
is permitted under the NUF Loan Documents.
"NUF Lien Subordination Agreement" means the Lien Subordination
Agreement, dated as of February 28, 2001, by and between the Administrative
Agent, NUF, the Borrower, the Guarantor and each other entity that becomes
a party thereto pursuant to the terms thereof.
"NUF Loan Documents" means the NUF Credit Agreement, the Subordinated
Security Agreement, dated as of February 28, 2001, between the Borrower and
NUF, and each certificate, agreement (including any pledge or guaranty) and
document executed in connection with the foregoing.
"NUF Scheduled Maturity Date" means the "Scheduled Termination Date"
under and as defined in the NUF Credit Agreement as of the Amendment 4
Effective Date.
"NUF Subordinated Indebtedness" means Indebtedness owing under the NUF
Loan Documents, in an aggregate principal amount not to exceed one hundred
million Dollars ($100,000,000) at any time.
(5) the definition of "Reduced Availability Period" in Section 1.1 (Defined
Terms) of the Credit Agreement is hereby amended and restated in its entirety to
read as follows:
"Reduced Availability Period" means any period for which (a) at the
end of the last preceding Quarter, the Borrower did not maintain the
Leverage Ratio required by Section 5.1(a) (Leverage Ratio) for such Quarter
and (b) during such period, the Combined Availability does not exceed
seventy-five million Dollars ($75,000,000) for six (6) or more consecutive
Business Days. For the avoidance of doubt, it is understood and agreed that
two Business Days shall be considered to be consecutive if one
-3-
AMENDMENT NO. 4 TO CREDIT AGREEMENT
NATIONAL STEEL CORPORATION
immediately follows the other or if such Business Days are separated solely
by days that are not Business Days.
(6) the definition of "Related Documents" in Section 1.1 (Defined Terms) of
the Credit Agreement is hereby amended and restated in its entirety to read as
follows:
"Related Documents" means the Indenture, the NUF Loan Documents, the
Receivables Purchase Facility and each other document and instrument
executed in respect thereof (including agreements and other documents and
instruments in respect of the Borrower's existing cash management system,
lockboxes and concentration accounts).
(b) Amendment to Article IV (Representations and Warranties). Section 4.11
(Related Documents) of the Credit Agreement is hereby amended and restated in
its entirety to read as follows:
Section 4.11. Related Documents. Except as set forth on Schedule 4.11
(Amendments to Related Documents) and as permitted under Section 8.11
(Modification of Related Documents), none of the Related Documents has been
amended or modified in any respect and no provision therein has been
waived. Each of the representations and warranties in each of the Related
Documents are true and correct in all material respects, and no default or
material breach (or event which with the giving of notice or lapse of time
or both would be a default or a material breach) has occurred thereunder
except as duly waived, to the extent such waiver is permitted under Section
8.11 (Modification of Related Documents) and a copy of such waiver has been
delivered to the Administrative Agent. There are no "Events of Default"
under and as defined in the NUF Loan Documents.
(c) Amendment to Article V (Financial Covenants). Section 5.2 (Minimum
Interest Coverage Ratio) of the Credit Agreement is hereby amended by adding the
following proviso at the end thereof:
; provided, however, that, as long as there shall exist no Default or Event
of Default, all or any part of the NUF Subordinated Indebtedness shall be
outstanding (or repaid in full pursuant to any NUF Equity Issuance) and NUF
shall not have failed to satisfy its obligations to make advances under the
NUF Loan Documents, the Borrower shall not be required to maintain the
minimum Interest Coverage Ratio set forth above (x) in respect of the
Quarters ending on March 31, 2001 and June 30, 2001 and (y) as long as the
Borrower maintains at the end of such Quarters an Interest Coverage Ratio
of at least 0.01 to 1, in respect of the Quarters ending on September 30,
2001 and December 31, 2001; provided, further, that if, at any date, any of
the foregoing conditions specified in the preceding proviso shall not be
satisfied, the Minimum Interest Coverage Ratio for the Quarters ending
March 31, 2001, June 30, 2001, September 30, 2001 and December 31, 2001 set
forth in the table above shall be reinstated as of such date.
-4-
AMENDMENT NO. 4 TO CREDIT AGREEMENT
NATIONAL STEEL CORPORATION
(d) Amendments to Article VI (Reporting Covenants). Article VI of the
Credit Agreement is hereby amended as follows:
(1) Section 6.1 (Financial Statements) of the Credit Agreement is hereby
amended by deleting the "and" at the end of clause (h) thereof, replacing the
period at the end of clause (i) thereof by "; and" and adding a new clause (j)
at the end of such section to read in its entirety as follows:
(j) Revised Financial Projections. As soon as available, and in any
event not later than March 31, 2001, and containing substantially the types
of financial information contained in the Projections, forecasts prepared
by management of the Borrower for each fiscal month in the Year ended
December 31, 2001 including (i) a projected year-end consolidated balance
sheet and income statement and statement of cash flows and (ii) a statement
of all the material assumptions on which such forecasts are based.
(2) Section 6.4 (ERISA Matters) of the Credit Agreement is hereby amended
by adding "and" at the end of clause (b) thereof.
(3) Section 6.10 (Environmental Matters) of the Credit Agreement is hereby
amended by deleting the "and" at the end of clause (d) thereof.
(e) Amendment to Article VII (Affirmative Covenants). Section 7.11 (Year)
of the Credit Agreement is hereby amended by replacing in its entirety "Year" in
the second line thereof with the phrase "fiscal year".
(f) Amendments to Article VIII (Negative Covenants). Article VIII of the
Credit Agreement is hereby amended as follows:
(1) Section 8.1 (Liens, Etc.) of the Credit Agreement is hereby amended by
deleting the "and" at the end of clause (k) thereof, replacing the period at the
end of clause (l) thereof by "; and" and adding a new clause (m) at the end
thereof to read in its entirety as follows:
(m) Liens securing the NUF Subordinated Indebtedness and other
obligations pursuant to the NUF Loan Documents.
(2) Section 8.2 (Indebtedness) of the Credit Agreement is hereby amended by
deleting the "and" at the end of clause (h) thereof, replacing the period at the
end of clause (i) thereof by "; and" and adding a new clause (j) at the end
thereof to read in its entirety as follows:
(j) the NUF Subordinated Indebtedness.
(3) Section 8.4 (Restrictions on Subsidiary Distributions; No New Negative
Pledge) is hereby amended by replacing "The" with "the" at the beginning of each
of clauses (a) and (b) thereof and adding the following phrase at the beginning
of each such clause
-5-
AMENDMENT NO. 4 TO CREDIT AGREEMENT
NATIONAL STEEL CORPORATION
(immediately after the heading): "Except for restrictions set forth in the NUF
Credit Agreement as of the Amendment 4 Effective Date and any amendments thereto
permitted hereunder,".
(4) Section 8.5 (Restricted Payments) of the Credit Agreement is hereby
amended and restated in its entirety to read as follows:
Section 8.5. Restricted Payments. The Borrower will not, and will not
permit any of its Material Subsidiaries to, directly or indirectly,
declare, order, pay, make or set apart any sum for any Restricted Payment
(including, for the avoidance of doubt, any payment or prepayment of
principal, premium (if any), interest, fees or other charges on, or
redemption, purchase, retirement, defeasance, sinking fund or similar
payment with respect to, the NUF Subordinated Indebtedness); provided,
however, that:
(a) any Material Subsidiary may make Restricted Payments to the
Borrower or the Guarantor;
(b) the Borrower may make any Restricted Payment permitted under
Section 4.06 (Limitation on Restricted Payments) of the Indenture so long
as (x) the amount of all such Restricted Payments does not exceed fifty
million Dollars ($50,000,000) in the aggregate, (y) such Restricted Payment
is not made during a Cash Dominion Period and (z) after giving effect to
any such Restricted Payment, the Combined Availability is greater than
seventy-five million Dollars ($75,000,000);
(c) notwithstanding the foregoing, the Borrower will not, directly or
indirectly, declare, order, pay, make or set apart any sum for any
Restricted Payment if the Borrower is not in compliance with the financial
covenants that were set forth in this Agreement as in effect immediately
prior to the effectiveness of Amendment No. 3 to this Agreement, such
compliance being determined solely by using the amounts set forth in the
latest Compliance Certificate furnished to the Administrative Agent
pursuant to Section 6.1(a) (Quarterly Financial Statements and Compliance
Certificates); and
(d) notwithstanding the foregoing, the Borrower may do any of the
following:
(i) as long as no Default or Event of Default shall have occurred
and be continuing both before and after giving effect to such
repayment or prepayment, repay or prepay in whole or in part any
principal amount outstanding under the NUF Loan Documents (and reduce
the commitments thereunder by the amount of such proceeds) but only
from the proceeds of an NUF Equity Issuance and to the extent
permitted under the NUF Loan Documents;
(ii) prior to the NUF Scheduled Maturity Date, repay or prepay
any principal amount outstanding under the NUF Loan Documents, but
only if (A) such repayment or prepayment is permitted under the NUF
Loan Documents, (B) after giving effect to such repayment or
prepayment, Combined Availability
-6-
AMENDMENT NO. 4 TO CREDIT AGREEMENT
NATIONAL STEEL CORPORATION
exceeds one hundred and fifty million Dollars ($150,000,000), (C)
after giving effect to such repayment or prepayment, the aggregate
principal amount of NUF Subordinated Indebtedness outstanding exceeds
fifty million Dollars ($50,000,000) and (D) both before and after
giving effect to such repayment or prepayment, no Default or Event of
Default shall have occurred and be continuing;
(iii) on or after the NUF Scheduled Maturity Date, repay in whole
or in part any principal amount outstanding under the NUF Loan
Documents, but only if (A) such repayment is permitted under the NUF
Loan Documents, (B) after giving effect to such repayment, Combined
Availability exceeds two hundred million Dollars ($200,000,000) and
(C) both before and after giving effect to such repayment, no Default
or Event of Default shall have occurred and be continuing; and
(iv) as long as no Default or Event of Default shall have
occurred and be continuing both before and after giving effect to such
payment, pay (A) current interest and fees (including any commitment
fees and upfront fees disclosed and approved by the Administrative
Agent (in its sole discretion which shall not be unreasonably
withheld) prior to the Amendment 4 Effective Date) due and owing under
the NUF Loan Documents, (B) prior to the NUF Scheduled Maturity Date,
any other costs, expenses and attorney fees expressly due and payable
by the Borrower pursuant to Section 10.3(a) (Reimbursement of Costs
and Expenses) of the NUF Credit Agreement as in effect on the
Amendment 4 Effective Date, (C) at any time, any breakage costs
expressly due and payable pursuant to Section 10.3(c) of the NUF
Credit Agreement as in effect on the Amendment 4 Effective Date and
(D) prior to the NUF Scheduled Maturity Date, any other amounts due
and payable by the Borrower pursuant to Section 10.3 of the NUF Credit
Agreement in effect as of the Amendment 4 Effective Date to the extent
such amounts are approved by the Administrative Agent in its sole
discretion exercised reasonably.
(5) Section 8.11 (Modification of Related Documents) of the Credit
Agreement is hereby amended and restated in its entirety to read as follows:
Section 8.11. Modification of Related Documents. The Borrower will
not, and will not permit any of its Subsidiaries to, (a) without the prior
written consent of the Administrative Agent, alter, rescind, terminate,
amend, supplement, refinance, refund, waive or otherwise modify any
provision of any Related Document, except, in the case of the NUF Loan
Documents, for (i) waivers and modifications which do not materially affect
the rights and obligations of the Loan Parties under the NUF Loan Documents
and do not materially affect the interests of the Administrative Agent, the
Lenders and the Issuers under the Loan Documents, the NUF Loan Documents or
in the Collateral (it being understood that any increase in interest rates
or fees, acceleration (but not extension) in maturity date, addition of, or
reduction of amounts set forth in, (but not a deletion or unconditional
waiver of) events of defaults and change in the subordination
-7-
AMENDMENT NO. 4 TO CREDIT AGREEMENT
NATIONAL STEEL CORPORATION
provisions shall be deemed to materially affect the interest of the Lenders
and (ii) any amendment or waiver expressly contemplated by Section 5.6
(Amendments of Subordinated Loan Documents) of the NUF Lien Subordination
Agreement) or required under Section 10.1 (Amendments, Waivers, Etc.) of
the NUF Credit Agreement following a notification by the Administrative
Agent pursuant thereto that a waiver or amendment is intended to any of the
representations, warranties or covenants herein, (b) permit any breach or
default to exist under any Related Document (other than the NUF Loan
Documents) or take or fail to take any action thereunder, in each case if
to do so would have a Material Adverse Effect or (c) permit any default or
event of default to exist under any NUF Loan Document.
(g) Amendment to Article IX (Events of Default). Clause (h) (Default under
Other Indebtedness) of Section 9.1 (Events of Default) of the Credit Agreement
is hereby amended and restated in its entirety to read as follows:
(h) Default Under Other Indebtedness. (i) The Borrower or any of its
Material Subsidiaries shall fail to make any payment on any Indebtedness (other
than Indebtedness incurred hereunder but including any Indebtedness incurred
under any Related Document) of the Borrower or such Material Subsidiary (or any
Guaranty Obligation in respect of Indebtedness of any other Person) having a
principal amount equal to or greater than ten million Dollars ($10,000,000),
when the same becomes due and payable (whether by scheduled maturity, required
prepayment, acceleration, demand or otherwise), (ii) any other event shall occur
or condition shall exist under any agreement or instrument relating to any such
Indebtedness, if the effect of such event or condition is to accelerate, or to
permit the acceleration of, the maturity of such Indebtedness, (iii) any such
Indebtedness shall become or be declared to be due and payable, or required to
be prepaid or repurchased (other than by a regularly scheduled required
prepayment), prior to the stated maturity thereof, (iv) any reduction or
termination of the commitments under the NUF Loan Documents prior to the NUF
Scheduled Termination Date or any repayment or prepayment thereunder shall occur
other than as expressly permitted by Section 8.5 (Restricted Payments), (v) the
failure of any of the Obligations, the NUF Subordinated Indebtedness or the
Attributable Securitization Indebtedness to be permitted under the Indenture as
"Permitted Debt" as defined therein (after taking into account any grace period
provided for such failure by the Indenture) or (vi) any "Event of Default"
(under and as defined in the NUF Loan Documents) shall occur; or
Section 2. Conditions of Effectiveness. This Amendment No. 4 shall become
effective when, and only when, the Administrative Agent shall have received:
(a) copies of this Amendment duly executed by the Borrower and Lenders
constituting the Super Majority Lenders;
(b) the written opinion described in Section 8.13(a)(iii), together with a
certificate of a Responsible Officer of the Borrower certifying that the
conditions set forth in
-8-
AMENDMENT NO. 4 TO CREDIT AGREEMENT
NATIONAL STEEL CORPORATION
clauses (i) through (iii) of Section 8.13(a) (General Limitation on Affiliate
Transactions) have been satisfied;
(c) favorable opinions of Yukevich, Marchetti, Liekar & Xxxxxxxxx, P.C.,
counsel to the Loan Parties and Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP,
counsel to NUF, in each case in form and substance satisfactory to the
Administrative Agent;
(d) executed copies of the NUF Loan Documents (as defined in the amendments
to the Credit Agreement made herein) and board resolutions approving the NUF
Loan Documents in form and substance satisfactory to the Administrative Agent
and certified as being complete and correct by a Responsible Officer of the
Borrower;
(e) evidence satisfactory to the Administrative Agent that all the
conditions precedent set forth in Section 3.1 of the Subordinated Credit
Agreement, dated as of February 28, 2001, between the Borrower and NUF LLC, a
Delaware limited liability company ("NUF"), have been satisfied or duly waived;
(f) evidence satisfactory to the Administrative Agent of an advance of at
least $50,000,000 by NUF to the Borrower under the NUF Credit Agreement (as
defined in the amendments to the Credit Agreement made herein); and
(g) payment for all costs, expenses and fees due and owing under any Loan
Document.
Section 3. Representations and Warranties. The Borrower represents and
warrants to the Administrative Agent and each Lender that this Amendment has
been duly authorized, executed and delivered by the Borrower and constitutes a
legal, valid and binding obligation of the Borrower, enforceable against the
Borrower in accordance with its terms and that none of this Amendment, any of
the NUF Loan Documents (as defined in the Credit Agreement, as amended by this
Amendment) or the consummation of the transactions contemplated hereunder and
thereunder constitute a breach of the Indenture or the Receivables Purchase
Facility. After giving effect to this Amendment No. 4, each of the
representations and warranties set forth in Article IV (Representations and
Warranties) of the Credit Agreement is true and correct on and as of the date
hereof, and no Default or Event of Default has occurred and is continuing.
Section 4. Reference to the Effect on the Loan Documents.
(a) Upon the effectiveness of this Amendment No. 4, on and after the date
hereof, each reference in the Credit Agreement to "this Agreement," "hereunder,"
"hereof," "herein," or words of like import, and each reference in the other
Loan Documents to the Credit Agreement, shall mean and be a reference to the
Credit Agreement as amended hereby, and this Amendment and the Credit Agreement
shall be read together and construed as a single instrument.
(b) Except as specifically amended herein, the Credit Agreement and all
other Loan Documents shall remain in full force and effect and are hereby
ratified and confirmed.
-9-
AMENDMENT NO. 4 TO CREDIT AGREEMENT
NATIONAL STEEL CORPORATION
(c) The execution, delivery and effectiveness of this Amendment No. 4 shall
not, except as expressly provided herein, operate as a waiver of any right,
power or remedy of the Lenders or the Administrative Agent under any of the Loan
Documents, nor constitute a waiver of any provision of any of the Loan
Documents.
Section 5. Guarantor Consent. The Guarantor hereby consents to, and agrees
to be bound by, the terms of the Credit Agreement as amended hereby and agrees
that the terms of this Amendment shall not affect in any way its obligations and
liabilities under the Loan Documents, all of which obligations and liabilities
shall remain in full force and effect and each of which is hereby reaffirmed.
Section 6. Execution in Counterparts. This Amendment No. 4 may be executed
in any number of counterparts and by different parties hereto in separate
counterparts, each of which, when so executed and delivered, shall be deemed to
be an original and all of which taken together shall constitute but one and the
same instrument.
Section 7. Governing Law. This Amendment No. 4 shall be governed by and
construed in accordance with the law of the State of New York.
Section 8. Headings. Section headings in this Amendment No. 4 are included
herein for convenience of reference only and shall not constitute a part of this
Amendment No. 4 for any other purpose.
[SIGNATURE PAGE FOLLOWS]
-10-
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their respective officers and general partners thereunto duly
authorized, as of the date first above written.
NATIONAL STEEL CORPORATION
By:
---------------------------
Name:
Title:
CITICORP USA, INC.,
as Administrative Agent
By:
---------------------------
Name:
Title:
THE FUJI BANK, LIMITED,
as Syndication Agent
By:
---------------------------
Name:
Title:
CITIBANK, N.A.,
as Issuer
By:
---------------------------
Name:
Title:
[SIGNATURE PAGE FOR AMENDMENT NO. 4 TO THE CREDIT AGREEMENT]
Lenders:
BANK OF AMERICA, N.A.
By:
---------------------------
Name:
Title:
CITICORP USA, INC.
By:
---------------------------
Name:
Title:
COMERICA BANK
By:
---------------------------
Name:
Title:
XXXXXX GUARANTY TRUST COMPANY OF NEW
YORK
By:
---------------------------
Name:
Title:
LASALLE BUSINESS CREDIT, INC.
By:
---------------------------
Name:
Title:
[SIGNATURE PAGE FOR AMENDMENT NO. 4 TO THE CREDIT AGREEMENT]
MELLON BANK, N.A.
By:
---------------------------
Name:
Title:
NATIONAL CITY COMMERCIAL
FINANCE, INC.
By:
---------------------------
Name:
Title:
THE FUJI BANK, LIMITED
By:
---------------------------
Name:
Title:
[SIGNATURE PAGE FOR AMENDMENT NO. 4 TO THE CREDIT AGREEMENT]
Consented to, Acknowledged and
Agreed as of February 28, 2001
NATIONAL STEEL PELLET COMPANY,
as Guarantor
By:
---------------------------
Name:
Title:
[SIGNATURE PAGE FOR AMENDMENT NO. 4 TO THE CREDIT AGREEMENT]
