AMENDMENT NO. 1 TO REVOLVING CREDITAND GUARANTY AGREEMENT
Exhibit 10.2
EXECUTION COPY
AMENDMENT NO. 1 TO REVOLVING CREDIT AND GUARANTY AGREEMENT
AMENDMENT NO. 1 (this Amendment) dated as of May 5, 2008 to the Revolving Credit and Guaranty Agreement dated as of July 31, 2007 (the Credit Agreement), among Tower Automotive Holdings USA, LLC, the Guarantors from time to time party thereto, the Lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders (the Agent).
WHEREAS, the parties hereto wish to amend the Credit Agreement on the terms and subject to the conditions set forth below.
NOW THEREFORE, the parties hereto agree as follows:
Section 1. Defined Terms; References. Unless otherwise specifically defined herein, each term used herein that is defined in the Credit Agreement has the meaning assigned to such term in the Credit Agreement. Each reference to hereof, hereunder, herein and hereby and each other similar reference and each reference to this Agreement and each other similar reference contained in the Credit Agreement shall, after this Amendment becomes effective, refer to the Credit Agreement as amended hereby.
Section 2. Amendments. The Credit Agreement is hereby amended as follows:
(a) Section 6.03(g) is amended by replacing 25,000,000 with 50,000,000.
(b) Section 6.06(e) is amended by replacing 25,000,000 with 50,000,000.
Section 3. Representations of Borrower. The Borrower represents and warrants that (i) the representations and warranties of the Loan Parties set forth in Article 3 of the Credit Agreement will be true and correct in all material respects on and as of the Amendment Effective Date (as defined below); provided, that any representation and warranty that is qualified as to materiality Material Adverse Effect or similar language will be true and correct in all respects on and as of the Amendment Effective Date and (ii) no Default will have occurred and be continuing on such date.
Section 4. Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the State of New York.
Section 5. Counterparts. This Amendment may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument.
Section 6. Effectiveness. This Amendment shall become effective on the date (the Amendment Effective Date) on which each of the following conditions have been met:
(a) the Agent shall have received from the Borrower and Lenders constituting the Required Lenders a counterpart hereof signed by such party or facsimile or other written confirmation (in form satisfactory to the Agent) that such party has signed a counterpart hereof;
(b) Amendment No. 2 to the First Lien Term Loan Agreement shall have become effective (or shall become effective substantially simultaneously with the effectiveness of this Amendment); and
(c) Amendment No. 2 to the Second Lien Term Loan Agreement shall have become effective (or shall become effective substantially simultaneously with the effectiveness of this Amendment).
[signature pages follow]
2
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the date first above written.
BORROWER: | ||||
TOWER AUTOMOTIVE HOLDINGS USA, LLC | ||||
By: | /s/ James C. Gouin | |||
Name: James C. Gouin | ||||
Title: Vice President | ||||
LENDERS: | ||||
JPMORGAN CHASE BANK, N.A. | ||||
By: | /s/ Richard W. Duker | |||
Name: Richard W. Duker | ||||
Title: Managing Director | ||||
GOLDMAN SACHS CREDIT PARTNERS L.P. | ||||
By: | /s/ Robert W. Schatzman | |||
Name: Robert W. Schatzman | ||||
Title: Authorized Signatory |
GENERAL ELECTRIC CAPITAL CORPORATION | ||||
By: | /s/ Rebecca L. Milligan | |||
Name: Rebecca L. Milligan | ||||
Title: Duly Authorized Signatory |
GE Business Financial Services Inc. (formerly known as Merrill Lynch Business Financial Services Inc.) | ||||
By: | /s/ Rebecca L. Milligan | |||
Name: Rebecca L. Milligan | ||||
Title: Duly Authorized Signatory |
Wells Fargo Foothill, LLC | ||||
By: | /s/ Rina Shinoda | |||
Name: Rina Shinoda | ||||
Title: Vice President |
Wachovia Capital Finance (Central) | ||||
By: | /s/ Scott T. Collins | |||
Name: Scott T. Collins | ||||
Title: Director |
Allied Irish Banks, plc | ||
By: | /s/ Martin S. Chin | |
Name: Martin S. Chin | ||
Title: Senior Vice President | ||
Allied Irish Banks, plc | ||
By: | /s/ Mia Bolin | |
Name: Mia Bolin | ||
Title: Asst. Vice President |