Loan Closing Statement and Disbursement Sheet between Alico, Inc. and Rabo AgriFinance, Inc.
Contract Categories:
Business Finance
›
Loan Agreements
Summary
This agreement is a loan closing statement and disbursement sheet dated September 8, 2010, between Alico, Inc. and its affiliates as borrowers, and Rabo AgriFinance, Inc. as the lender. It details the closing of a real estate term loan and a line of credit totaling up to $100 million. The document outlines the principal amounts, associated borrower expenses, and the allocation of funds, including payoffs of prior loans, taxes, fees, and other closing costs. It serves as a record of the financial terms and disbursements related to the loan transaction.
EX-10.05 6 exhibit1005.htm CLOSING STATEMENT exhibit1005.htm
LOAN CLOSING STATEMENT AND DISBURSEMENT SHEET
(SHOWING THE ACTUAL PREPAYMENT PREMIUM AND
REVISED PAYOFF AMOUNTS WITH CORRESPONDING CHANGES
TO AFFECTED FIGURES AND NOTES)
DEAN, MEAD, EGERTON, BLOODWORTH, CAPOUANO & BOZARTH, P.A.
800 North Magnolia Avenue, Suite 1500
Orlando, Florida 32803
BORROWERS: ALICO, INC., a Florida corporation; ALICO-AGRI, LTD., a Florida limited partnership; ALICO PLANT WORLD, L.L.C., a Florida limited liability company; BOWEN BROTHERS FRUIT, LLC, a Florida limited liability company; and ALICO LAND DEVELOPMENT, INC., a Florida corporation
LENDER: RABO AGRIFINANCE, INC.
DATE: September 8, 2010
PROPERTY: See Exhibit A, attached hereto and made a part hereof
PRINCIPAL AMOUNT OF REAL ESTATE TERM LOAN: 40,000,000.00
PRINCIPAL AMOUNT OF REAL ESTATE LINE OF CREDIT LOAN: 60,000,000.00
____________
MAXIMUM TOTAL LOAN COMMITMENT: 100,000,000.00
____________
____________
BORROWERS' EXPENSES:
1. Documentary Stamps on Real Estate Term Loan Note 140,000.00
2. Documentary Stamps on Real Estate Line of Credit Note 210,000.00
3. Intangible Tax on Florida Mortgage, Security Agreement and Financing
Statement 60; 200,000.00
4. Recording Fee on Florida Mortgage, Security Agreement and Financing
Statement (Hendry County) (53 pages) 452.00
5. Recording Fee on Florida Mortgage, Security Agreement and Financing
Statement (Collier County) (53 pages) 452.00
6. Recording Fee on Florida Mortgage, Security Agreement and Financing
Statement (Polk County) (53 pages) 452.00
7. Recording Fee on Uniform Commercial Code Financing Statement
Form UCC-1 (Hendry County) (34 pages) 290.50
8. Recording Fee on Uniform Commercial Code Financing Statement
Form UCC-1 (Collier County) (34 pages) 290.50
9. Recording Fee on Uniform Commercial Code Financing Statement
Form UCC-1 (Polk County) (34 pages) 290.50
10. Filing Fee on Uniform Commercial Code Financing Statement
Form UCC-1 (State) (33 pages) 137.00
BORROWERS' EXPENSES - CONTINUED:
11. Reimbursement of Appraisal Fee to Lender 69,500.00
12. Title Search Fee 3,600.00
13. Title Premiums & #160; 227,457.50
(a) Loan Policy: 206,325.00
(b) Variable Rate Endorsement: 100.00
(c) Revolving Credit Endorsement: 100.00
(d) Additional Interest Endorsement: 100.00
(e) Environmental Protection Lien Endorsement: 100.00
(f) Waiver of Arbitration Endorsement 100.00
(g) Florida Form 9 Endorsement: 20,632.50
14. Paydown Term Loan held by Farm Credit of SWFL Florida, ACA 45,628,882.53
(a) Principal Reduction: 41,995,856.91
(b) Interest through 9/8/10: 539,053.93
(c) Prepayment Penalty as of 9/8/10 3,093,971.69
15. Payoff Line of Credit Loan held by Farm Credit of SWFL
Florida, ACA 26,216,638.20
(a) Principal Balance: 26,102,435.00
(b) Interest through 9/8/10: 114,203.20
16. Record Partial Release of Mortgage (4 pages) 35.50
17. Filing Fees for UCC-3 (2 pages) 15.00
18. Lender's Attorneys' Fees - Shutts & Bowen, LLP 42,500.00
19. Reimbursement for UCC Search Fees to Shutts & Bowen, LLP 292.50
20. Miscellaneous Costs to Shutts & Bowen, LLP 300.00
21. Borrowers' Attorneys' Fees and Costs - Dean Mead POC
22. Contingency for Additional Recording Fees and Other Fees 500.00
___________
TOTAL EXPENSES & #160; 72,742,085.73
___________
___________
RECEIPTS
1. From Lender at Closing - Loan Proceeds from Term Loan 40,000,000.00
2. From Lender at Closing - Loan Proceeds from Line of Credit Loan
($27,000,000.00 remains undisbursed) 33,000,000.00
___________
TOTAL RECEIPTS & #160; 73,000,000.00
___________
___________
DISBURSEMENTS
1. CLERK OF CIRCUIT COURT HENDRY COUNTY
(Recording, Documentary Stamps, and Intangible Tax) 550,742.50
2. CLERK OF CIRCUIT COURT COLLIER COUNTY
(Recording Fees) 0; 742.50
3. CLERK OF CIRCUIT COURT POLK COUNTY
(Recording Fees) 0; 742.50
4. FLORIDAUCC, INC.
(UCC-1 Filing Fee - State) 60; 137.00
5. RABO AGRIFINANCE, INC.
(Reimbursement of Appraisal Fee) 69,500.00
6. FIRST AMERICAN TITLE INSURANCE COMPANY
(Title Search Fee) ; 3,600.00
7. FIRST AMERICAN TITLE INSURANCE COMPANY
and DEAN, MEAD, EGERTON, BLOODWORTH, CAPOUANO
& BOZARTH, P.A.
(Title Premiums for Loan Policy and Endorsements) 227,457.50
8. FARM CREDIT OF SW FLORIDA
(Paydown on Term Loan) 45,628,882.53
9. FARM CREDIT OF SW FLORIDA
(Payoff Line of Credit Loan) 26,216,638.20
10. CLERK OF COURT HENDRY COUNTY
(Recording Fee for Partial Release of Mortgage) 35.50
11. FLORIDAUCC, INC.
(UCC-3 Filing Fees) 0; 15.00
12. SHUTTS & BOWEN, LLP
(Lender's Attorneys' Fees and Costs) 42,500.00
13. SHUTTS & BOWEN, LLP
(Reimbursement for UCC Search Fees) 292.50
14. SHUTTS & BOWEN, LLP
(Miscellaneous Costs) 60; 300.00
15. DEAN, MEAD, EGERTON, BLOODWORTH, CAPOUANO
& BOZARTH, P.A.
(Contingency for Additional Recording Fees and Other Fees) 500.00
16. BORROWERS
(Net Loan Proceeds) 257,914.27
____________
TOTAL DISBURSEMENTS: 73,000,000.00
____________
____________
MISCELLANEOUS
1. This Loan Closing Statement and Disbursement Sheet has been examined and approved by Borrowers and Lender as of the day first above written.
2. Dean, Mead, Egerton, Bloodworth, Capouano & Bozarth, P.A. (the Closing Agent) assumes no responsibility for the accuracy of the information furnished to it and upon which the figures shown in this Loan Closing Statement and Disbursement Sheet were based.
3. Borrowers have directed the Closing Agent to disburse the funds described in item nos. 8 and 9 of the Disbursements section of this Loan Closing Statement and Disbursement Sheet totaling $71,845,520.73 directly to Farm Credit of SWFL, ACA (Farm Credit) by wire transfer in accordance with the wire transfer instructions attached hereto as Exhibit B.
4. Borrowers have authorized and directed the Closing Agent to disburse the required portion (or all) of the funds described in paragraph 16 of the Disbursements section of this Loan Closing Statement and Disbursement Sheet totaling $257,914.27 to pay the additional amount due for the prepayment penalty on the Farm Credit term loan and to wire said funds directly to Farm Credit by wire transfer in accordance with the wire transfer instructions attached hereto as Exhibit B. Any remaining net loan proceeds not utilized for the purpose referred to in the preceding sentence shall be disbursed to the Borrowers by wire transfer in accordance with the wire transfer instructions attached hereto as Exhibit C. If and to the extent the net loan proceeds referred to in paragraph 16 of the Disbursements section of this Loan Closing Statement and Disbursement Sheet are insufficient to pay any additional portion of the prepayment penalty, Borrowers shall timely pay such additional amount directly to Farm Credit.
5. This document may be executed in counterparts, each of which will be deemed an original, and all of such counterparts together shall constitute one and the same instrument. For purposes of this document, signatures delivered by facsimile or e-mail transmission shall be as binding as originals upon the parties so signing.
BORROWERS LENDER
ALICO, INC., a Florida corporation
By:_/S/ JD Alexander
Its: Chief Executive Officer RABO AGRIFINANCE, INC.
By: /S/ Brian J. Newcomer
Its: Executive Vice President
ALICO-AGRI, LTD., a Florida limited partnership
By: ALICO, INC., a Florida corporation, its
General Partner
By:_/S/ JD Alexander
Its: Chief Executive Officer
ALICO PLANT WORLD, L.L.C., a Florida limited liability company
By: ALICO, INC., a Florida corporation, its
Manager
By: /S/ JD Alexander
Its: Chief Executive Officer
BOWEN BROTHERS FRUIT, LLC, a Florida limited liability company
By: ALICO, INC., a Florida corporation, its
Managing Member
By: /S/ JD Alexander
Its: Chief Executive Officer
ALICO LAND DEVELOPMENT, INC., a Florida corporation
By: /S/ JD Alexander
Its: Chief Executive Officer
