Amendment No. 3 to Amended and Restated Reducing Revolving Loan Agreement between Pinnacle Entertainment, Inc. and Bank of America, N.A.

Summary

This amendment updates the terms of a loan agreement between Pinnacle Entertainment, Inc. and Bank of America, N.A., acting as Administrative Agent for the lenders. It modifies the rules for capital expenditures related to the Indiana Project, sets new requirements for construction monitoring, and confirms that no default exists. The amendment is effective once all parties sign and required consents are received. All other terms of the original loan agreement remain in effect.

EX-10.36 7 dex1036.txt AMEND. NO. 3 TO REDUCING REVOLVING LOAN AGRMNT. Exhibit 10.36 AMENDMENT NO. 3 TO AMENDED AND RESTATED REDUCING REVOLVING LOAN AGREEMENT This Amendment No. 3 to Amended and Restated Reducing Revolving Loan Agreement (this "Amendment") is entered into with reference to the Amended Reducing Revolving Loan Agreement dated as of October 14, 1998 among Pinnacle Entertainment, Inc (acting under its former name, Hollywood Park, Inc. and referred to herein as "Borrower"), the Banks party thereto, Societe Generale and Bank of Scotland, as Managing Agents, First National Bank of Commerce, as Co- Agent, and Bank of America, N.A. (under its former name, Bank of America National Trust and Savings Association), as Administrative Agent (the "Loan Agreement"). Capitalized terms used but not defined herein are used with the meanings set forth for those terms in the Loan Agreement. Borrower and the Administrative Agent, acting with the consent of the Requisite Banks pursuant to Section 11.2 of the Loan Agreement, agree as follows: 1. Section 6.14(d). Section 6.14(d) of the Loan Agreement is amended to --------------- ------- read in full as follows: "(d) Capital Expenditures (excluding capitalized interest, pre- --------- opening expenses and funds disbursed pursuant to community development agreements) for the acquisition of land for and construction of the Indiana Project not in excess of $183,000,000; provided that Borrower -------- may not make any such Capital Expenditure which, when added to all such Capital Expenditures previously made for the acquisition of land for and construction of the Indiana Project, would exceed $25,000,000 unless at least 20 Banking Days prior thereto, (i) Borrower furnishes ------ to the Administrative Agent a detailed construction budget and timetable therefor, together with projected financial statements by Fiscal Quarter of Borrower and the Restricted Subsidiaries for the period extending one year beyond the scheduled completion date, (ii) Borrower engages Bank of America Construction Services Group (or a comparable firm reasonably acceptable to the Administrative Agent), at the expense of Borrower, to monitor construction of the Indiana Project and (iii) Borrower furnishes the Administrative Agent with a letter from Bank of America Construction Services Group (or such comparable firm) stating that it believes the construction budget and construction timetable are reasonable and feasible." 2. Representations and Warranties. Borrower represents and warrants that ------------------------------ (a), as of the date hereof and giving effect to this Amendment, no Default or Event of Default exists, (c) Switzerland County Development Corp., formerly a Subsidiary of Borrower, has been dissolved, and (c) Boomtown Hoosier, Inc., a Nevada corporation which was formerly a Subsidiary of Borrower, has been merged with and into Borrower, with Borrower the survivor. 3. Conditions Precedent. The effectiveness of this Amendment is -------------------- conditioned upon the receipt by the Administrative Agent of the following documents, each properly executed by a Responsible Official of each party thereto and dated as of the date hereof: a. Counterparts of this Amendment executed by all parties hereto; -1- b. Written consent of the Requisite Banks as required under Section 11.2 of the Loan Agreement in the form of Exhibit A to this Amendment; and c. Written consent of the Subsidiary Guarantors in the form of Exhibit B to this Amendment. 4. Confirmation. In all respects, the terms of the Loan Agreement (as ------------ amended hereby) are hereby confirmed. IN WITNESS WHEREOF, Borrower and the Administrative Agent have executed this Amendment as of September 15, 2000 by their duly authorized representatives. PINNACLE ENTERTAINMENT, INC. By: /s/ Bruce C. Hinckley ---------------------------------- Bruce C. Hinckley Chief Financial Officer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ Janice Hammond ---------------------------------- Vice President - Agency Specialist ---------------------------------- [Printed Name and Title] -2-