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This excerpt taken from the LAD 10-K filed Mar 15, 2005. Amendments to Loan Agreement.
a. The definitions of the following terms in Section 1.1 of the Loan Agreement are deleted and replaced with the following:“Total Net Worth” means for any Person the net book value of (a) all of such Person’s assets minus (b) all of such Person’s liabilities; provided, however, that at any time during which a Current Assets Election is in effect, LMI’s assets and liabilities shall be deemed to include the Current Assets Commitment Amount at such time.
“Tangible Net Worth” means for any Person the net book value of (a) all of such Person’s assets exclusive of patents, trademarks, licenses, goodwill and other intangibles and of loans to and notes and receivables from officers, employees, directors, shareholders, partners, members and affiliates of such Person minus (b) all of such Person’s liabilities determined in accordance with GAAP; provided, however, at any time during which a LFC Current Assets Election is in effect, LFC’s assets and liabilities shall be deemed to include the LFC Current Assets Commitment Amount at such time.
b. The following definitions are hereby added to Section 1.1 of the Loan Agreement:1
“Current Assets Commitment Amount” has the meaning given to such term in the Fourth Amendment dated as of October 31, 2004 (“Fourth Amendment”) to the Credit Agreement dated as of February 25, 2003, among Lithia Motors, Inc., various financial institutions and Daimler Chrysler Services North America, LLC, as agent (“LMI Credit Agreement”).
“Current Assets Election” has the meaning given to such term in the Fourth Amendment to the LMI Credit Agreement.
“LFC Current Assets Commitment Amount” means, with respect to any LFC Current Assets Election, the least of (a) $50,000,000.00 minus the sum of then outstanding principal balance of the New Revolving Note and the Term-Out Notes; (b) the Borrowing Base Amount minus the sum of the then outstanding principal balance of the New Revolving Note and the Term-Out Notes; or (c) the LFC Specified Current Assets Commitment Amount.
“LFC Current Assets Election” – see Section 9.1.4. A LFC Current Assets Election shall become effective on the date on which the Compliance Certificate electing the same is delivered to Lender and shall remain in effect until the next Compliance Certificate is due.
“LFC Specified Current Assets Commitment Amount” means, with respect to any LFC Current Assets Election, the amount specified by LFC as the “LFC Specified Current Assets Commitment Amount” in such LFC Current Assets Election.
“Termination Date” has the meaning given to such term in the LMI Credit Agreement.
c. Section 3.3.1 of the Loan Agreement is deleted and replaced with the following:3.3.1 The Revolving Loans shall be evidenced by two promissory notes executed by LFC and LAI, one in the principal amount of $35,000,000.00 and one in the principal amount of $15,000,000.00 (individually and collectively, “New Revolving Note”), substantially in the form attached as Exhibit A (appropriately completed) or in such other form as is acceptable to Lender. The Revolving Loans shall be subject to all terms and conditions of the New Revolving Note and of this Agreement.
d. Section 3.3.3 of the Loan Agreement is deleted and replaced with the following:2
3.3.3 |
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