Fourth Amendment Agreement dated of September 30, 2020 to General Credit and Security Agreement by and among Canterbury Park Entertainment LLC, Canterbury Park Holding Corporation, Canterbury Park Holding Corporation Concessions, Inc., and Bremer Bank, National Association
FOURTH AMENDMENT AGREEMENT
THIS FOURTH AMENDMENT AGREEMENT (this “Amendment”) is made as of the 30th day of September, 2020, by and among CANTERBURY PARK ENTERTAINMENT LLC, a Minnesota limited liability company (the “Borrower”), Canterbury Park Holding Corporation, a Minnesota corporation (the “Guarantor”), Canterbury Park Concessions, Inc., a Minnesota corporation (“Canterbury Concessions”), and BREMER BANK, NATIONAL ASSOCIATION, a national banking association (the “Lender”).
W I T N E S S E T H:
WHEREAS, the Borrower and the Lender are parties to that certain General Credit and Security Agreement dated as of November 14, 2016, as amended by that certain Amendment Agreement dated as of September 30, 2017, as further amended by that certain Second Amendment Agreement dated as of September 30, 2018, and as further amended by that certain Third Amendment Agreement dated as of September 30, 2019 (collectively, the “Credit Agreement”), which sets forth the terms and conditions of a revolving line of credit to the Borrower in the maximum principal amount of Eight Million and 00/100 Dollars ($8,000,000.00) (the “Loan”); and
WHEREAS, the obligation of the Borrower to repay the Loan is evidenced by that certain Amended and Restated Revolving Credit Note dated as of September 30, 2018 (the “Existing Note”), executed by the Borrower and payable to the Lender in the original principal amount of $8,000,000.00; and
WHEREAS, the Existing Note is secured by, among other things, that certain Third Party Security Agreement dated as of November 14, 2016 (the “Security Agreement”), executed by Canterbury Concessions, as debtor, in favor of the Lender, as secured party; and
WHEREAS, the Existing Note has been guaranteed by the Guarantor pursuant to that certain Corporate Guaranty dated as of November 14, 2016 (the “Guaranty”), executed by the Guarantor in favor of the Lender; and
WHEREAS, as of the date hereof, there is outstanding under the Existing Note the principal amount of $0.00; and
WHEREAS, the Borrower has requested that the Lender extend the Maturity Date of the Loan from September 30, 2020 to December 31, 2020; and
WHEREAS, the Lender has agreed to the foregoing, subject to the terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of the foregoing recitals and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
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IN WITNESS WHEREOF, the parties hereto have made and entered into this Amendment as of the day and year first above written.
[SIGNATURE PAGE FOLLOWS]
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[SIGNATURE PAGE TO FOURTH AMENDMENT AGREEMENT]
BORROWER:
CANTERBURY PARK ENTERTAINMENT LLC
By: /s/ Randall D. Sampson
Name: Randall D. Sampson
Its: President and CEO
GUARANTOR:
CANTERBURY PARK HOLDING CORPORATION, a Minnesota corporation
By: /s/ Randall D. Sampson
Name: Randall D. Sampson
Its: President and CEO
CANTERBURY CONCESSIONS:
CANTERBURY PARK CONCESSIONS INC.
By: /s/ Randall D. Sampson
Name: Randall D. Sampson
Its: President and CEO
LENDER:
BREMER BANK, NATIONAL ASSOCIATION
By: /s/ Laura Helmueller
Name: Laura Helmueller
Its: Senior Vice President
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EXHIBIT A
SECOND AMENDED AND RESTATED revolving credit note
$6,000,000.00 | Eagan, Minnesota September 30, 2020 |
FOR VALUE RECEIVED, the undersigned, CANTERBURY PARK ENTERTAINMENT LLC, a Minnesota limited liability company (the “Borrower”), promises to pay to the order of BREMER BANK, NATIONAL ASSOCIATION, a national banking association (the “Lender”), on the Revolving Credit Termination Date, the principal sum of Six Million and No/100ths Dollars ($6,000,000.00) or, if less, the then aggregate unpaid principal amount of the Advances as may be borrowed by the Borrower under the Credit Agreement (as defined herein) and are outstanding on the Revolving Credit Termination Date. All Advances and all payments of principal shall be recorded by the Lender in its records which records shall be conclusive evidence of the subject matter thereof, absent manifest error.
The Borrower further promises to pay to the order of the Lender interest on each Advance from time to time outstanding from the date hereof until paid in full at a fluctuating annual rate equal to the greater of: (a) the Prime Rate, or (b) 3.0%; provided, however, that, notwithstanding anything to the contrary contained herein, upon the occurrence and during the continuance of any Event of Default, the rate of interest hereunder shall be 2.0% per annum above the current rate of interest. Interest shall be due and payable on the first day of each calendar month, commencing on October 1, 2020, and at maturity. Interest payment after maturity shall be payable on demand. Each change in the fluctuating interest rate shall take effect simultaneously with the corresponding change in the Prime Rate.
All payments of principal and interest under this Note shall be made in lawful money of the United States of America in immediately available funds to the Lender at the Lender’s office at 1995 Rahncliff Court, Eagan, Minnesota 55122, or at such other place as may be designated by the Lender to the Borrower in writing.
This Note is the Amended and Restated Revolving Credit Note referred to in, and evidences indebtedness incurred under that certain General Credit and Security Agreement dated as of November 14, 2016 (herein, as it may be amended, modified or supplemented from time to time, called the “Credit Agreement”; capitalized terms not otherwise defined herein being used herein as therein defined) between the Borrower and the Lender, to which Credit Agreement reference is made for a statement of the terms and provisions thereof, including those under which the Borrower is permitted and required to make prepayments and repayments of principal of such indebtedness and under which such indebtedness may be declared to be immediately due and payable.
All parties hereof, whether as makers, endorsers or otherwise, severally waive presentment, demand, protest and notice of dishonor in connection with this Note.
This Note is made under and governed by the internal laws of the State of Minnesota.
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This Note constitutes an amendment and restatement of that certain Amended and Restated Revolving Credit Note dated September 30, 2018 (the “Existing Note”), executed by the Borrower and payable to the Lender in the original principal amount of $8,000,000.00 and is given in replacement of, but not in payment for, the Existing Note. This Note is not a novation of any indebtedness of the Borrower to the Lender.
[SIGNATURE PAGE FOLLOWS]
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[SIGNATURE PAGE TO SECOND AMENDED AND RESTATED REVOLVING CREDIT NOTE]
CANTERBURY PARK ENTERTAINMENT LLC
By:
Name: Randall D. Sampson
Its: President and CEO
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