Interest Rate Swap Agreement
EX-10.40 4 c25165exv10w40.htm INTEREST RATE SWAP AGREEMENT exv10w40
EXHIBIT 10.40
FIRST NATIONAL BANK OF OMAHA
CONFIRMATION
To: | Red Trail Energy, LLC | |
| P.O. Box 11 | ||
| Richardton, ND 58652 | ||
Attn: | Mark Klimpel/DeEll Hoff | |
Fax: | 701 ###-###-#### | |
From: | First National Bank of Omaha | |
Date: | 11th December, 2007 | |
Our Ref: | 22173 |
The purpose of this letter agreement is to set forth the terms and conditions of the Swap Transaction entered into between First National Bank of Omaha and Red Trail Energy, LLC (the “Counterparty”) on the Trade Date specified below (the “Swap Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the Master Agreement specified below.
I. The definitions and provisions contained in the 2006 ISDA Definitions (as published by the International Swaps and Derivatives Association, Inc.) (the “Definitions”) are incorporated into this Confirmation.
This Confirmation supplements, forms a part of, and is subject to, a certain ISDA Master Agreement (the “Master Agreement”) which has been, or will be executed between Counterparty and First National Bank of Omaha. All provisions contained or incorporated by reference in such Master Agreement shall govern this Confirmation except as expressly modified below. In the event of any inconsistency between this Confirmation and the Definitions or the Master Agreement, this Confirmation will govern.
This Confirmation will be governed by and construed in accordance with the laws of the State of New York, without reference to choice of law doctrine, provided that this provision will be superseded by any choice of law provision on the Master Agreement.
2. This Confirmation constitutes a Swap Transaction under the Master Agreement and the terms of the Swap Transaction to which this Confirmation relates are as follows:
Red Trail Energy, LLC | ||
Our ref: 22173 | |
Notional Amount: | For each Calculation Period, the amount listed under the heading “Notional Amount (USD)” in Schedule A, attached. | |
Trade Date: | 11th December, 2007 | |
Effective Date: | 13th December, 2007 | |
Termination Date: | 16th April, 2012 | |
Fixed Amounts: | ||
Fixed Rate Payer: | Red Trail Energy, LLC | |
Fixed Rate Payer Payment Dates: | Commencing the 16th day of January, 2008 and quarterly thereafter on the 16th calendar day of April, July, October, and January up to and including the Temination Date, subject to adjustment in accordance with Following Business Day Convention. | |
Period End Dates: | The 16th calendar day of April, July, October, and January commencing January, 2008 and ending on the Termination Date. No Adjustment. | |
Fixed Rate: | 7.69500% | |
Fixed Rate Day Count Fraction: | Act/360 | |
Floating Amounts: | ||
Floating Rate Payer: | First National Bank of Omaha | |
Floating Rate Payer Payment Dates: | Commencing the 16th day of January, 2008 and quarterly thereafter on the 16th calendar day of April, July, October, and January up to and including the Temination Date, subject to adjustment in accordance with Following Business Day Convention. | |
Period End Dates: | The 16th calendar day of April, July, October, and January commencing January, 2008 and ending on the Termination Date. No Adjustment. | |
Floating Rate for Initial Calculation Period: | 8.51125% inclusive of Spread | |
Floating Rate Option: | USD-LIBOR-BBA |
Red Trail Energy, LLC | ||
Our ref: 22173 | |
Designated Maturity: | 3 months | |
Spread: | 3,40000% | |
Floating Rate Day: Count Fraction: | Act/360 | |
Reset Dates: | The first day of each Floating Rate Payer Calculation Period. | |
Calculation Agent: | First National Bank of Omaha | |
Business Days: | New York, London | |
Other Terms and Conditions: | None | |
Payment Method: | ACCT#110193357 |
Please confirm the foregoing correctly sets forth the terms of our Agreement by executing the copy of this Confirmation and returning it to us.
| Regards, | ||||||
| First National Bank of Omaha | ||||||
| By: | ||||||
| Name: | ||||||
Accepted and confirmed as of the Trade Date | ||
Red Trail Energy, LLC | ||
/s/ Mark E. Klimpel, CFO 12-12-07 | ||
/s/ Mike Appert, Chairman 12-12-07 | ||
Red Trail Energy, LLC | ||
Our ref: 22173 | |
Designated Maturity: | 3 months | |
Spread: | 3.40000% | |
Floating Rate Day: Count Fraction: | Act/360 | |
Reset Dates: | The first day of each Floating Rate Payer Calculation Period. | |
Calculation Agent: | First National Bank of Omaha | |
Business Days: | New York, London | |
Other Terms and Conditions: | None | |
Payment Method: | ACCT#I10193357 |
Please confirm the foregoing correctly sets forth the terms of our Agreement by executing the copy of this Confirmation and returning it to us.
| Regards, | ||||||
| First National Bank of Omaha | ||||||
| By: | /s/ MARK A. POTTS | |||||
| Name: | MARK A. POTTS | |||||
Accepted and confirmed as of the Trade Date | ||
Red Trail Energy, LLC | ||
Red Trail Energy, LLC | ||
Our ref: 22173 | |
Schedule A
| Period Start | Period End | Notional Amount (USD) | Notional Amortization | |||
13-Dec-07 | 16-Jan-08 | 10,000,000.00 | 285,183.83 | |||
16-Jan-08 | 16-Apr-08 | 9,714,816.17 | 182,995.86 | |||
16-Apr-08 | 16-Jul-08 | 9,531,820.31 | 186,511.41 | |||
16-Jul-08 | 16-Oct-08 | 9,345,308.90 | 188,121.60 | |||
16-Oct-08 | 16-Jan-09 | 9,157,187.30 | 191,775.34 | |||
l6-Jan-09 | 16-Apr-09 | 8,965,411.96 | 199,285.44 | |||
16-Apr-09 | 16-Jul-09 | 8,766,126.52 | 201,221.24 | |||
16-Jul-09 | 16-Oct-09 | 8,564,905.28 | 203,278.78 | |||
16-Oct-09 | 16-Jan-10 | 8,361,626.50 | 207,226.90 | |||
16-Jan-10 | 16-Apr-10 | 8,154,399.60 | 214,694.68 | |||
16-Apr-10 | 16-Jul-10 | 7,939,704.92 | 2! 7,097.72 | |||
16-Jul-10 | 16-Oct-10 | 7,722,607.20 | 219,638.08 | |||
16-Oct-10 | 16-Jan-11 | 7,502,969.12 | 223,903.94 | |||
16-Jan- 11 | 16-Apr- 11 | 7,279,065.18 | 231,326.03 | |||
16-Apr-11 | 16-Jul-11 | 7,047,739.15 | 234,233.37 | |||
16-Jul-11 | 16-Oct-11 | 6,813,505.78 | 237,294.85 | |||
16-Oct-l1 | 16-Jan-12 | 6,576,210.93 | 241,903.64 | |||
16-Jan-12 | 16-Apr-12 | 6,334,307.29 | 6,334,307.29 |
