CONSENT AND SECOND AMENDMENT TO
FIRST AMENDED AND RESTATED
This Consent and Second Amendment to First Amended and Restated Credit Agreement (“Amendment”), dated as of February 12, 2021, is made by and among HSBC BANK USA, NATIONAL ASSOCIATION, as Administrative Agent (in such capacity, “Agent”), the Lenders (as defined in the Credit Agreement, as defined below), and ALLIED MOTION TECHNOLOGIES INC. (“Allied Inc.”) and ALLIED MOTION TECHNOLOGIES B.V. (“Allied B.V.” and collectively with Allied Inc., the “Borrowers”).
Statement of the Premises
The Agent, the Lenders, the Borrowers, HSBC Securities (USA) Inc., KeyBank National Association and Wells Fargo Bank, National Association, as joint lead arrangers, have previously entered into a First Amended and Restated Credit Agreement dated as of February 12, 2020 as amended by a First Amendment to First Amended and Restated Credit Agreement dated as of March 6, 2020 (the “Credit Agreement”). All capitalized terms not otherwise defined in this Amendment have the meanings given them in the Credit Agreement.
The Borrowers have advised the Agent and the Lenders that the Borrowers have already and will be undergoing certain corporate restructurings that will result in the dissolution of certain dormant entities or merger of certain entities, each of which have no operating assets or liabilities (the “Restructuring”).
In connection with the Restructuring, the Borrowers have requested that the Agent and the Lenders agree to amend certain terms set forth in the Credit Agreement.
The Borrowers have also requested that the Agent and the Lenders amend the Credit Agreement to allow for intercompany loans among Affiliates who are not Loan Parties.
The Agent and the Lenders have agreed to amend the Credit Agreement on the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the foregoing and the mutual covenants set forth herein, and of the loans or other extensions of credit heretofore, now or hereafter made by the Lenders to, or for the benefit of, the Borrowers, the parties hereto agree as follows:
1.Conditions Precedent to this Amendment. This Amendment shall be effective as of the date first written above once the following conditions precedent are satisfied:
1.1Amendment Documentation. The Agent shall have received an original of this Amendment executed by the Borrowers and the Required Lenders.