EXHIBIT 4.2(f)

EX-4.2(F) 3 v97202exv4w2xfy.txt EXHIBIT 4.2(F) EXHIBIT 4.2(f) FOURTH AMENDMENT TO CREDIT AGREEMENT FOURTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated as of December 19, 2003, among AMERISTAR CASINOS, INC., a Nevada corporation (the "Borrower"), the various lenders party to the Credit Agreement referred to below (the "Lenders") and DEUTSCHE BANK TRUST COMPANY AMERICAS (f/k/a Bankers Trust Company), as Administrative Agent (all capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement as defined below). W I T N E S S E T H: WHEREAS, the Borrower, the Lenders, the Administrative Agent and the other agents party thereto are party to a Credit Agreement, dated as of December 20, 2000, as subsequently amended, modified or supplemented to by the First Amendment thereto dated as of January 30, 2001, the Second Amendment thereto dated as of May 31, 2002 and the Third Amendment thereto dated as of November 22, 2002 (the "Credit Agreement"); WHEREAS, the Borrower has requested that the Lenders agree to certain amendments to the Credit Agreement; and WHEREAS, the Borrower and the Lenders wish to amend the Credit Agreement as provided herein; NOW, THEREFORE, it is agreed: 1. Section 9.07(a) of the Credit Agreement is hereby amended by inserting the following text immediately before the period appearing at the end of said Section: ", provided, however, that for the fiscal year of the Borrower ending December 31, 2003, the percentage set forth in this clause (ii) shall be 9.5%". 2. The Borrower hereby represents and warrants that (i) no Default or Event of Default exists as of the Fourth Amendment Effective Date (as defined below) both before and after giving effect to this Amendment and (ii) on the Fourth Amendment Effective Date, both before and after giving effect to this Amendment, all representations and warranties (other than those representations made as of a specified date) contained in the Credit Agreement and in the other Credit Documents are true and correct in all material respects. 3. This Amendment shall become effective on the date (the "Fourth Amendment Effective Date") when the Required Lenders and the Borrower, shall have signed a counterpart hereof (whether the same or different counterparts) and shall have delivered (including by way of facsimile transmission) the same to the Administrative Agent at White & Case LLP, 1155 Avenue of the Americas, New York, NY 10036, Attention: May Yip-Daniels (facsimile number ###-###-####). 4. This Amendment is limited as specified and shall not constitute a modification, acceptance or waiver of any other provision of the Credit Agreement or any other Credit Document. 5. This Amendment may be executed in any number of counterparts and by the different parties hereto on separate counterparts, each of which counterparts when executed and delivered shall be an original, but all of which shall together constitute one and the same instrument. A complete set of counterparts shall be lodged with the Borrower and the Administrative Agent. 6. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK. * * * -2- IN WITNESS WHEREOF, the parties hereto have caused their duly authorized officers to execute and deliver this Amendment as of the date first above written. AMERISTAR CASINOS, INC. By: /s/ Peter C. Walsh ------------------------------------ Title: Senior Vice President and General Counsel DEUTSCHE BANK TRUST COMPANY AMERICAS (f/k/a Bankers Trust Company), Individually and as Administrative Agent By: /s/ Stephen P. Lamham ------------------------------------ Title: Director -3- SIGNATURE PAGE TO THE FOURTH AMENDMENT DATED AS OF DECEMBER __, 2003, TO THE CREDIT AGREEMENT DATED AS OF DECEMBER 20, 2000, AMONG AMERISTAR CASINOS, INC., A NEVADA CORPORATION, THE VARIOUS LENDERS PARTY TO THE CREDIT AGREEMENT REFERRED TO ABOVE, WELLS FARGO BANK, N.A., AS CO-ARRANGER AND SYNDICATION AGENT, BEAR STEARNS CORPORATE LENDING INC., AS DOCUMENTATION AGENT, DEUTSCHE BANK SECURITIES INC., AS LEAD ARRANGER AND SOLE BOOK MANAGER AND DEUTSCHE BANK TRUST COMPANY AMERICAS (F.K.A BANKERS TRUST COMPANY), AS ADMINISTRATIVE AGENT LANDMARK CDO, LTD. By: Aladdin Asset Management LLC as Manager By: /s/ Neil Nag ---------------------------------------- Title: Authorized Signatory AMMC CDO I, LIMITED By: American Money Management Corp., as Collateral Manager By: /s/ David P. Meyer ---------------------------------------- Title: Vice President AMMC CDO II, LIMITED By: American Money Management Corp., as Collateral Manager By: /s/ David P. Meyer ---------------------------------------- Title: Vice President MAPLEWOOD (CAYMAN) LIMITED By: David L. Babson & Company Inc., as under delegate authority from Massachusetts Mutual Life Insurance Company as Investment Manager By: /s/ John W. Stelwagon ---------------------------------------- Title: Managing Director -4- MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY By: David L. Babson & Company Inc., as Investment Manager By: /s/ John W. Stelwagon ---------------------------------------- Title: Managing Director SEABOARD CLO 2000 LTD. By: David L. Babson & Company Inc., as Collateral Manager By: /s/ John W. Stelwagon ---------------------------------------- Title: Managing Director SIMSBURY CLO, LIMITED By: David L. Babson & Company Inc., under delegate authority from Massachusetts Mutual Life Insurance Company as Collateral Manager By: /s/ John W. Stelwagon ---------------------------------------- Title: Managing Director BILL & MELINDA GATES FOUNDATION By: David L. Babson & Company Inc., as Collateral Manager By: /s/ John W. Stelwagon ---------------------------------------- Title: Managing Director SUFFIELD CLO, LIMITED By: David L. Babson & Company Inc., as Collateral Manager By: /s/ John W. Stelwagon ---------------------------------------- Title: Managing Director BANK OF SCOTLAND By: /s/ Joseph Fratus ---------------------------------------- Title: First Vice President BEAR STEARNS CORPORATE LENDING By: /s/ Victor Bulzacchelli ---------------------------------------- Title: Authorized Signatory -5- MAGNETITE ASSET INVESTORS, LLC By: /s/ M. Williams ---------------------------------------- Title: Managing Director MAGNETITE ASSET INVESTORS III, LLC By: /s/ M. Williams ---------------------------------------- Title: Managing Director MAGNETITE IV CLO, LLC By: /s/ M. Williams ---------------------------------------- Title: Managing Director SENIOR LOAN FUND By: /s/ M. Williams ---------------------------------------- Title: Managing Director CARLYLE HIGH YIELD PARTNERS, LTD. By: /s/ Mark Alter ---------------------------------------- Title: Managing Director CARLYLE HIGH YIELD PARTNERS II, LTD. By: /s/ Mark Alter ---------------------------------------- Title: Managing Director CARLYLE HIGH YIELD PARTNERS III, LTD. By: /s/ Mark Alter ---------------------------------------- Title: Managing Director CARLYLE HIGH YIELD PARTNERS IV, LTD. By: /s/ Mark Alter ---------------------------------------- Title: Managing Director SIERRA CLO I By: /s/ John M. Casparian ---------------------------------------- Title: Chief Operating Officer Centre Pacific LLC, Manager -6- THE TRAVELERS INSURANCE COMPANY By: /s/ Matthew J.McInerny ---------------------------------------- Title: Investment Officer CITIGROUP INSURANCE AND INVESTMENT TRUST By: Travelers Asset Management International Company, LLC By: /s/ Matthew J.McInerny ---------------------------------------- Title: Investment Officer COLUMBIA ADVISOR FLOATING RATE ADVANTAGE FUND By: Columbia Management Advisors, Inc. as Advisor By: /s/ Kathleen A. Zarn ---------------------------------------- Title: Senior Vice President COLUMBIA FLOATING RATE LIMITED LIABILITY COMPANY (f/k/a Stein Roe Floating Rate Limited Liability Company) By: Columbia Management Advisors, Inc. as Advisor By: /s/ Kathleen A. Zarn ---------------------------------------- Title: Senior Vice President EATON VANCE SENIOR INCOME TRUST By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof ---------------------------------------- Title: Vice President EATON VANCE INSTITUTIONAL SENIOR LOAN FUND By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof ---------------------------------------- Title: Vice President -7- OXFORD STRATEGIC INCOME FUND By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof ---------------------------------------- Title: Vice President EATON VANCE CDO III, LTD. By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof ---------------------------------------- Title: Vice President EATON VANCE CDO IV, LTD. By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof ---------------------------------------- Title: Vice President COSTANTINUS EATON VANCE CDO V, LTD. By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof ---------------------------------------- Title: Vice President GRAYSON & CO. By: Boston Management and research as Investment Advisor By: /s/ Michael B. Botthof ---------------------------------------- Title: Vice President BIG SKY SENIOR LOAN FUND, LTD. By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof ---------------------------------------- Title: Vice President -8- EATON VANCE VT FLOATING-RATE INCOME FUND By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof ---------------------------------------- Title: Vice President EATON VANCE LIMITED DURATION INCOME FUND By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof ---------------------------------------- Title: Vice President BALLYROCK CLO II LIMITED By: Ballyrock Investment advisors LLC as Collateral Manager By: /s/ Lisa Rymut ---------------------------------------- Title: Assistant Treasurer FIDELITY ADVISOR SERIES II: FIDELITY ADVISOR FLOATING RATE HIGH INCOME FUND By: /s/ John H. Costello ---------------------------------------- Title: Assistant Treasurer FRANKLIN CLO II, LIMITED By: /s/ Richard D'Addario ---------------------------------------- Title: Vice President FRANKLIN FLOATING RATE TRUST By: /s/ Richard D'Addario ---------------------------------------- Title: Assistant Vice President HIBERNIA NATIONAL BANK By: /s/ Chris Haskew ---------------------------------------- Title: Vice President -9- HIGHLAND LOAN FUNDING V, LTD. By: Highland Capital Management, L.P. as Collateral Manager By: /s/ Mark Okada ---------------------------------------- Title: Chief Investment Officer ELT FUNDING TRUST I By: Highland Capital Management, L.P. as Collateral Manager By: /s/ Mark Okada ---------------------------------------- Title: Chief Investment Officer RESORATION FUNDING CLO, LTD. By: Highland Capital Management, L.P. as Collateral Manager By: /s/ Mark Okada ---------------------------------------- Title: Chief Investment Officer HIGHLAND OFFSHORE PARTNERS, L.P. By: Highland Capital Management, L.P. as General Manager By: /s/ Mark Okada ---------------------------------------- Title: Chief Investment Officer HCM US LOANS MAC 43, LTD. By: Highland Capital Management, L.P. as attorney-in-Fact By: /s/ Mark Okada ---------------------------------------- Title: Chief Investment Officer LOAN FUNDING IV, LLC By: Highland Capital Management, L.P. as Portfolio Manager By: /s/ Mark Okada ---------------------------------------- Title: Chief Investment Officer ING PRIME RATE TRUST By: Aeltus Investment Management, Inc. as its Investments Manager By: /s/ Jason Groom ---------------------------------------- Title: Vice President -10- ING SENIOR INCOME FUND By: Aeltus Investment Management, Inc. as its Investments Manager By: /s/ Jason Groom ---------------------------------------- Title: Vice President ML CLO XX PILGRIM AMERICA (CAYMAN) LTD. By: ING Investment, LLC as its Investments Manager By: /s/ Jason Groom ---------------------------------------- Title: Vice President PILGRIM CLO 1999-1 LTD. By: ING Investment, LLC as its Investments Manager By: /s/ Jason Groom ---------------------------------------- Title: Vice President PILGRIM AMERICA HIGH INCOME INVESTMENTS LTD. By: ING Investment, LLC as its Investments Manager By: /s/ Jason Groom ---------------------------------------- Title: Vice President LCM I LIMITED PARTNERSHIP By: Lyon Capital Management LLC, as Collateral Manager By: /s/ F Tamingan ---------------------------------------- Title: ? NATIONAL CITY BANK OF INDIANA By: /s/ Mark A. Minnick ---------------------------------------- Title: Senior Vice President PPM SHADOW CREEK FUNDING LLC By: /s/ Diana M. Hines ---------------------------------------- Title: Assistant Vice President -11- PPM SPYGLASS FUNDING TRUST By: /s/ Diana M. Hines ---------------------------------------- Title: Authorized Agent HAMILTON CDO, LTD. By: Stanfield Capital Partners LLC as its Collateral Manager By: /s/ Christopher E. Jansen ---------------------------------------- Title: Managing Partner STANFIELD ARBITRAGE CDO, LTD. By: Stanfield Capital Partners LLC as its Collateral Manager By: /s/ Christopher E. Jansen ---------------------------------------- Title: Managing Partner WINDSOR LAON FUNDING, LIMITED By: Stanfield Capital Partners LLC as its Investment Manager By: /s/ Christopher E. Jansen ---------------------------------------- Title: Managing Partner STANFIELD CARRERA CLO, LTD. By: Stanfield Capital Partners LLC as its Asset Manager By: /s/ Christopher E. Jansen ---------------------------------------- Title: Managing Partner STANFIELD CLO, LTD. By: Stanfield Capital Partners LLC as its Collateral Manager By: /s/ Christopher E. Jansen ---------------------------------------- Title: Managing Partner STANFIELD/RFM TRANSATLANTIC CDO, LTD. By: Stanfield Capital Partners LLC as its Collateral Manager By: /s/ Christopher E. Jansen ---------------------------------------- Title: Managing Partner -12- STANFIELD QUATTRO CDO, LTD. By: Stanfield Capital Partners LLC as its Collateral Manager By: /s/ Christopher E. Jansen ---------------------------------------- Title: Managing Partner EMERALD ORCHARD LIMITED By: /s/ Stacey Malek ---------------------------------------- Title: Attorney in Fact TORONTO DOMINION (NEW YORK), INC. By: /s/ Stacey Malek ---------------------------------------- Title: Vice President TRUMBULL THC, LTD. By: /s/ Stacey Malek ---------------------------------------- Title: Attorney in Fact WELLS FARGO BANK, N.A. By: /s/ Casey Potter ---------------------------------------- Title: Vice President -13-