AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT
This AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this Amendment) is entered into as of July 29, 2020 among NN, Inc., a Delaware corporation (the Borrower), the Guarantors, the Lenders signatory hereto that are party to the Credit Agreement referred to below, Truist Bank, as successor by merger to SunTrust Bank, as the administrative agent (the Administrative Agent).
WHEREAS, reference is hereby made to the Second Amended and Restated Credit Agreement, dated as of December 19, 2019 (as amended, restated, amended and restated, supplemented, extended, refinanced or otherwise modified from time to time, the Credit Agreement), by and among the Borrower, the Lenders party thereto, the Administrative Agent and the other parties from time to time party thereto;
WHEREAS, the Borrower has requested that the Administrative Agent and the Required Revolving Lenders amend certain provisions of the Credit Agreement, including an amendment of the financial covenant set forth in Section 7.14 of the Credit Agreement and the defined terms used therein, in each case as more particularly set forth below; and
WHEREAS, subject to the terms and conditions set forth herein (including the Conditions Subsequent set forth in Section 4 below), each of the Administrative Agent and the Lenders party hereto, constituting the Required Revolving Lenders, has agreed to the amendments to the Credit Agreement requested by the Borrower set forth in Section 2 herein as evidenced by its signature to this Amendment.
In consideration of the premises and mutual covenants herein and for other valuable consideration, the Borrower, the Administrative Agent and the Revolving Credit Lenders party hereto agree as follows:
Section 1. Definitions. Unless otherwise defined herein, each capitalized term used in this Amendment and not defined herein shall be defined in accordance with the Credit Agreement, as amended by this Amendment.
Section 2. Amendments to Credit Agreement. Effective as of the Amendment No. 1 Effective Date, the Credit Agreement is hereby amended as follows:
(a) Section 1.01 (Defined Terms) of the Credit Agreement is hereby amended by adding the following new defined terms in the appropriate alphabetical order:
Liquidity means, on any date of determination, the sum of (i) all cash and all Cash Equivalents owned and held by the Borrower and its Domestic Subsidiaries that are Loan Parties and (ii) Revolving Availability, in each of the foregoing cases (i) and (ii), on such date of determination; provided however, that amounts calculated under clause (i) of this definition shall exclude any amounts that would not be considered cash or cash equivalents under GAAP or cash or cash equivalents as recorded on the books of the Loan Parties; provided, further, that amounts included under clause (i) of this definition shall (A) be included only to the extent such cash or Cash Equivalents are (1) not subject to any Lien or other restriction or encumbrance of any kind (other