Exhibit 10.8.12
TRUST INDENTURE
SECOND SUPPLEMENT TO
SPECIAL PROVISIONS
THIS SECOND SUPPLEMENT TO TRUST INDENTURE SPECIAL PROVISIONS, dated as
of September 30, 2002 between (i) Trailer Bridge, Inc., a Delaware corporation
(herein called the "Shipowner"), and (ii) State Street Bank and Trust Company, A
Massachusetts trust company (said Bank, any successor or assign, herein called
the "Indenture Trustee").
RECITALS:
A. The parties hereto have previously entered into a TRUST
INDENTURE, dated as of June 23, 1997 (the "Trust Indenture") in
connection with the Shipowner's issuance of $10,515,000
aggregate principal amount of its bonds designated "United
States Government Guaranteed Ship Financing Bonds, 1997 Series:"
(the "Original Bonds");
B. The terms of the Original Bonds required equal principal
payments to be paid semi-annually on March 30 and September 30
of each year commencing on September 30, 1997 until such
principal sum has been paid.
C. The parties hereto have previously entered into a FIRST
SUPPLEMENT TO TRUST INDENTURE SPECIAL PROVISIONS, dated as of
December 31, 2001 (the "Supplemented Trust Indenture") in
connection with the Shipowner's issuance of its bonds designated
"United States Government Guaranteed Ship Financing Bonds, 1997
Series Amended and Restated December 31, 2001:" (the "Restated
Bonds") of which $9,042,900 principal amount is currently
outstanding, such Obligations to bear interest at 7.07% per
annum maturing on September 30, 2022.
D. The terms of the Restated Bonds required principal payments to
be paid semi-annually on March 30 and September 30 of each year
until such principal sum has been paid.
E. The Shipowner and holder of the Original Bonds, with the consent
of United States, represented by the Secretary, have agreed to
amend and restate the Restated Bonds to provide that there be no
semi-annual principal payment due September 30, 2002 and
commencing March 30, 2003 and on each March 30 and September 30
of each year until paid all remaining semi-annual principal
payments shall be $226,073.
NOW THEREFORE, in consideration of the premises, of the mutual
covenants herein contained, and other good and valuable consideration, the
receipt and adequacy of which the parties hereby acknowledge, and for the equal
and proportionate benefit of all the present and future Holders of the
Obligations, the parties hereby agree as follows:
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ARTICLE SECOND
THE BONDS
Subparagraph (a) is deleted in its entirety and replaced with:
(a) the Bonds issued hereunder shall be designated "United States
Government Guaranteed Ship Financing Bonds, 1997 Series Amended and Restated
September 30, 2002," and shall be in the form of Exhibit 2-1 to this Indenture;
and, the aggregate principal amount of Bonds which may be issued under this
Indenture shall not exceed $10,515,000, of which $9,042,900 principal amount is
currently outstanding, except as provided in Sections 2.09, 2.10, 2.12 and
3.10(b) of Exhibit 1 hereto.
ARTICLE THIRD
CERTAIN REDEMPTIONS
Subparagraph (a) Mandatory Sinking Fund Redemptions is amended by the
addition of the following sentence at the end of the first paragraph:
Provided, however, there be no semi-annual principal payment due September 30,
2002 and commencing March 30, 2003 and on each March 30 and September 30 of each
year until paid all remaining semi-annual principal payments shall be $226,073.
Except as otherwise expressly provided herein, terms not defined herein
which are defined in Schedule A to the Trust Indenture dated June 23, 1997
between Trailer Bridge, Inc. and State Street Bank and Trust Company, or by
reference therein to other instruments shall have the meaning ascribed to them
in said Schedule A or other instruments.
IN WITNESS WHEREOF, This Second Amendment To Trust Indenture Special
Provisions has been duly executed by the parties hereto as of the day and year
first above written.
TRAILER BRIDGE, INC.
Shipowner
[SEAL]
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
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Chairman and Chief
Executive Officer
STATE STREET BANK AND TRUST COMPANY
Indenture Trustee
[SEAL] By:______________________________________
Vice President
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SECRETARY OF TRANSPORTATION
MARITIME ADMINISTRATOR
By:______________________________________
Secretary
Maritime Administration
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Exhibit 2-1
Form of Bond
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