Loan Agreement Addendum between Branch Banking and Trust Company and Southeast Power Corporation (January 15, 2013)

Summary

This addendum modifies a previous $1,500,000 loan agreement between Branch Banking and Trust Company and Southeast Power Corporation. The main change is an updated financial covenant requiring Southeast Power Corporation to maintain a minimum tangible net worth of $18,000,000, as shown in its annual audited financial statements starting with the 2012 fiscal year. All other terms of the original loan agreement remain unchanged. The agreement is also signed by several guarantors, including The Goldfield Corporation, Pineapple House of Brevard, Inc., and Bayswater Development Corporation.

EX-10.5 6 a10-5bbt_15mmxsepxequipxlo.htm EXHIBIT 10-5BBT_15MM_SEP_Equip_Loan_Addendum

Exhibit 10-5

Loan Agreement Addendum

9660933120/00005

This Loan Agreement Addendum to a loan agreement dated the 17^th of April, 2012 for account number 9660933120 note 00005, in the original principal amount of $1,500,000 by and between BRANCH BANKING AND TRUST COMPANY (“Bank”), a North Carolina banking corporation and Southeast Power Corporation, a State of Florida corporation (“Borrower”), having its executive offices at Melbourne, Florida is made this 15^th day of January 2013 by and between BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation (“Bank”) and Southeast Power Corporation, a State of Florida corporation (“Borrower”), having its executive offices at Melbourne, Florida.

Section V. FINANCIAL COVENANTS is amended as follows:

The paragraph beginning Tangible Net Worth is deleted and replaced with the following:

Tangible Net Worth. A minimum tangible net worth of not less than $18,000,000.00 as evidenced by Borrower’s consolidated annual audited financial statement as included in the Form 10-K beginning with its fiscal year ending December 31, 2012. Tangible Net Worth is defined as net worth, plus obligations contractually subordinated to debts owed to Bank, minus goodwill, contract rights, and assets representing claims on stockholders or affiliated entities.

All other conditions of the loan agreement are to remain unchanged including the paragraph beginning Debt to Tangible Net Worth following the section replaced in this addendum.

SIGNATURE PAGE

IN WITNESS WHEREOF, the Bank, Borrower and Guarantor(s) have caused this Agreement to be duly executed under seal all as of the date first above written.



Witness:		BORROWER:

		Southeast Power Corporation, a Florida corporation
John H. Sottile		By: /s/ Stephen R. Wherry
Print Name:	/s/ John H. Sottile	Stephen R. Wherry
/s/ Mary Manger		Title: Treasurer
Print Name:	Mary Manger



Witness:		GUARANTORS:

		The Goldfield Corporation, a Delaware corporation
John H. Sottile		By: /s/ Stephen R. Wherry
Print Name:	/s/ John H. Sottile	Stephen R. Wherry
/s/ Mary Manger		Title: Senior Vice President
Print Name:	Mary Manger
		Pineapple House of Brevard, Inc., a Florida corporation
John H. Sottile		By: /s/ Stephen R. Wherry
Print Name:	/s/ John H. Sottile	Stephen R. Wherry
/s/ Mary Manger		Title: Vice President
Print Name:	Mary Manger



		Bayswater Development Corporation, a Florida corporation
John H. Sottile		By: /s/ Stephen R. Wherry
Print Name:	/s/ John H. Sottile	Stephen R. Wherry
/s/ Mary Manger		Title: Treasurer
Print Name:	Mary Manger



Witness:		BANK:

		Branch Banking and Trust Company
John H. Sottile		By: /s/ Barry Forbes
Print Name:	/s/ John H. Sottile
/s/ Mary Manger		Name: Barry Forbes
Print Name:	Mary Manger	Title: Sr. Vice President