EXHIBIT 10.13.1
FIRST AMENDMENT TO
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RESTATED REVOLVING CREDIT AGREEMENT
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This First Amendment to Restated Revolving Credit Agreement (this "First
Amendment") is made by and among AMERICREDIT CORP., a Texas corporation
("Company"), AMERICREDIT FINANCIAL SERVICES, INC., a Delaware corporation,
AMERICREDIT OPERATING CO., INC., a Delaware corporation (individually, a
"Borrower" and collectively, the "Borrowers"), AMERICREDIT PREMIUM FINANCE,
INC., a Delaware corporation, and ACF INVESTMENT CORP., a Delaware corporation,
and ▇▇▇▇▇ FARGO BANK (TEXAS), NATIONAL ASSOCIATION, BANK ONE, TEXAS, N.A.,
LASALLE NATIONAL BANK, THE SUMITOMO BANK, LIMITED, ▇▇▇▇▇▇ TRUST AND SAVINGS
BANK, COMERICA BANK-TEXAS, CHASE BANK OF TEXAS, NATIONAL ASSOCIATION (FORMERLY
TEXAS COMMERCE BANK NATIONAL ASSOCIATION), BANKAMERICA BUSINESS CREDIT, INC.,
THE BANK OF NOVA SCOTIA, CIBC INC, CREDIT LYONNAISE NEW YORK BANK, INC., BANK
BOSTON, N.A. and THE LONG TERM CREDIT BANK OF JAPAN, LIMITED (collectively, the
"Banks"), ▇▇▇▇▇ FARGO BANK (TEXAS), NATIONAL ASSOCIATION, as agent for the Banks
("Agent") and BANK ONE, TEXAS, N.A. ("Co-Agent").
WHEREAS, on October 3, 1997, the parties entered into that one certain
Restated Revolving Credit Agreement (the "Credit Agreement") providing for a
revolving credit facility to Borrowers in the maximum amount of $310,000,000 at
any one time outstanding; and
WHEREAS, Borrowers and Guarantors propose to issue an additional
$75,000,000 in Senior Notes and Subsidiary guarantees thereof pursuant to a
Preliminary Offering Memorandum dated January 21, 1998, and Banks consent to
such issuances of additional Senior Notes and Subsidiary guarantees as they are
described in the Preliminary Offering Memorandum; and
WHEREAS, Borrowers and Guarantors have requested Banks to amend the Credit
Agreement so that its terms will not conflict with the issuance of the Senior
Notes and Subsidiary guarantees thereof; and
NOW THEREFORE, for good and valuable consideration, the receipt and total
sufficiency of which is hereby acknowledged, it is agreed by and among the
parties as follows:
1.
The definition of Senior Notes in Article I of the Credit Agreement is
amended to read in its entirety as follows:
"Senior Notes" shall mean (i) the $125,000,000 of senior unsecured
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notes of the Company due 2004 and all Guarantees thereof by the other
Borrowers, Guarantors and the Mortgage Subsidiary issued pursuant to an
Indenture dated as of February 4, 1997 between the Company and the trustee
named therein, (ii) those senior unsecured notes of Company due 2004 and
all Guarantees thereof by the other Borrowers, Guarantors and the Mortgage
Subsidiary to be sold pursuant to a Preliminary Offering Memorandum dated
January 21, 1998 and issued or to be issued pursuant to an Indenture
between the Company and the trustee named therein, and (iii) any new issue
of debt securities of the Company and all Guarantees thereof by the other
Borrowers, Guarantors and the Mortgage Subsidiary with the same terms
issued in exchange for any of such senior unsecured notes; or
2.
Except as amended above and by this First Amendment, the Credit Agreement
is ratified and confirmed and shall remain in full force and effect.
3.
Borrowers agree to pay all costs and expenses incurred by Banks in
connection with this First Amendment.
4.
This First Amendment may be executed in multiple counterparts, each of
which shall constitute an original.
5.
This First Amendment shall be binding upon and inure to the benefit of the
parties and their respective successors and assigns.
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6.
THIS WRITTEN AGREEMENT REPRESENTS THE FINAL AGREEMENT AMONG THE PARTIES
RELATING TO THE SUBJECT MATTER HEREOF AND MAY NOT BE CONTRADICTED BY EVIDENCE OF
PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE
NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES.
Executed to be effective as of January 21, 1998.
AMERICREDIT CORP., a Texas corporation
By:
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▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Vice President
AMERICREDIT FINANCIAL SERVICES,
INC., a Delaware corporation
By:
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▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
AMERICREDIT OPERATING CO., INC., a
Delaware corporation
By:
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▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
BORROWERS
AMERICREDIT PREMIUM FINANCE,
INC., a Delaware corporation
By:
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▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
ACF INVESTMENT CORP., a Delaware
corporation
By:
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▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
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GUARANTORS
▇▇▇▇▇ FARGO BANK (TEXAS), NATIONAL
ASSOCIATION
By:
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▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, Vice President
BANK ONE, TEXAS, N.A.
By:
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J. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Vice President
LASALLE NATIONAL BANK
By:
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▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, First Vice President
THE SUMITOMO BANK LIMITED
By:
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▇▇▇▇ ▇. ▇'▇▇▇▇▇, Vice President and Manager
By:
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▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Vice President
▇▇▇▇▇▇ TRUST AND SAVINGS BANK
By:
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Vice President
COMERICA BANK-TEXAS
By:
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▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President
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CHASE BANK OF TEXAS, NATIONAL
ASSOCIATION (formerly Texas Commerce
Bank National Association)
By:
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▇. ▇. ▇▇▇▇▇▇▇▇, Vice President
BANKAMERICA BUSINESS CREDIT, INC.
By:
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▇▇▇▇▇ ▇. ▇▇▇▇▇, Vice President
THE BANK OF NOVA SCOTIA
By:
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F. C. H. ▇▇▇▇▇, Senior Manager-
Loan Operations
CIBC INC.
By:
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Name:
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Title:
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CREDIT LYONNAIS NEW YORK BRANCH
By:
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Name:
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Title:
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BANK BOSTON, N.A.
By:
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Name:
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Title:
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THE LONG-TERM CREDIT BANK OF
JAPAN, LIMITED
By:
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Name:
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Title:
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BANKS
▇▇▇▇▇ FARGO BANK (TEXAS), NATIONAL ASSOCIATION
By:
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▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, Vice President
AGENT
BANK ONE, TEXAS, N.A.
By:
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J. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Vice President
CO-AGENT
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