EXHIBIT 10.165
[Citibank Letterhead]
August 27, 1997
Extending Lenders party to the
364-Day Credit Agreement
referred to below
Maxtor 364-Day Credit Agreement
Ladies and Gentlemen:
Reference is made to the 364-Day Credit Agreement dated as of August 29,
1996 among Maxtor Corporation as Xxxxxxxx (the "Borrower"), the Lenders
party thereto (the "Lenders"), the Co-Agents and Manager named therein and
Xxxxxxxx, USA ("Citicorp"), as successor Agent to Citibank, N.A. (as amended,
the "Credit Agreement"). Please be advised that pursuant to Section 2.05(c)
of the Credit Agreement and, in light of current market conditions, the
Borrower submitted a formal request for the Lenders to extend their
Commitments for $96,000,000 for a further 364 days. You are hereby advised
that set forth on Schedule 1 hereto is a list of the Lenders ("Extending
Lenders") who have agreed to so extend their Commitments in response to this
request and the amount of the Commitments so extended.
By agreeing to the foregoing extension of such Commitments, the
Extending Lenders hereby consent to the variation from the notification
requirements for renewal stated in the foregoing extension provision on the
terms and conditions referred to herein.
Pursuant to the commitment letter received from you by Xxxxxxxx, please
countersign this letter, which will operate as the requisite notice of
extension, and return it by facsimile to Xxxxxx Xxxxxx at Citibank, N.A., FAX:
000-000-0000 by 5:00 PM New York City time on Wednesday, August 27, 1997.
364-Day Lenders 2 August 27, 1997
Also enclosed is a memorandum from our attorneys, Xxxxxxxx & Sterling,
noting a technical correction to the existing documentation.
Please feel free to contact Xxxxxx Xxxxxx of Citibank, N.A., at (212)
559-3496 if you require any further clarification.
Very truly yours
/s/ Xxxxxx Xxxxxx
CITICORP SECURITIES, INC.
Agreed to and accepted:
THE SUMITOMO BANK, LTD.,
SAN XXXXXXXXX XXXXXX
-----------------------
By:
Its:
SCHEDULE 1
Extending Lender Commitment Amount
---------------- -----------------
ABN Amro Bank $4,000,000
Citibank, N.A. $17,000,000
Fleet Bank $6,000,000
Sumitomo Bank $4,000,000
XXXXXXXX & STERLING
August 27, 1997
Memorandum to: Lenders party to the 3-Year and
364-Day Credit Agreement
referred to below
Maxtor 364-Day and 3-Year Credit Agreements
-------------------------------------------
Reference is made to the 364-Day Credit Agreement and 3-Year Credit
Agreement, both dated as of August 29, 1996 among Maxtor Corporation as
Xxxxxxxx (the "Borrower"), the Lenders party thereto (the "Lenders"), the
Co-Agents and Manager named therein and Citicorp, USA ("Citicorp"), as
successor Agent to Citibank, N.A. (as amended, the "Credit Agreements").
In reviewing the documentation relating to the extension of the 364-Day
Credit Agreement, it has come to our attention that Schedule 5.02(b)(iii)(A)
in some of the veinbound copies for the 364-Day and 3-Year Credit Agreements,
which agreements were executed at the same time last August, may have been
unintentionally reversed in the compilation of such documents.
In order to make sure that everyone has a correct set of documents, we
have attached hereto for each of the Credit Agreements, clearly marked for
attachment thereto, Schedules 5.02(b)(iii)(A), which should be substituted in
your copies of the 3-Year and/or 364-Day Credit Agreements.
If you have any questions, please call me at (000) 000-0000.
Xxxxxx X. Xxxxxxx
Attachments
cc: Xxxxxx Xxxxxx, Citibank, N.A.
Xxxxx Xxxxxx, Xxxxxxxx & Xxxxxxxx
Xxxxxxxxx Xxxxxx, Xxxxxxxx & Xxxxxxxx
3-Year Credit Agreement
SCHEDULE 5.02 (b)(iii)(A)
PERMITTED DEBT TRANSACTIONS
1. Non-Recourse Trade Receivables Securitization program with Citibank
Securities, Inc., to be increased by $50 Million as extended in
accordance with its terms.
2. $121 Million 364 day Credit Agreement between Maxtor Corporation and
Syndicate lenders dated August 23, 1996 as extended in accordance with
its terms.
3. $20 Million Intercompany Loan between Maxtor Corporation and Hyundai
Electronics of America as extended in accordance with its terms.
364-Day Credit Agreement
SCHEDULE 5.02(b)(iii)(A)
PERMITTED DEBT TRANSACTIONS
1. Non-Recourse Trade Receivables Securitization program with Citibank
Securities Inc., to be increased by $50 Million as extended in accordance
with its terms.
2. $129 Million 3 year Credit Agreement between Maxtor Corporation and
Syndicate lenders dated August 23, 1996.
3. $20 Million Intercompany Loan between Maxtor Corporation and Hyundai
Electronics of America as extended in accordance with its terms.
