STATUS ED REVOLVING CREDIT SUPPLEMENT
Exhibit 10.3
Loan No, R10291S0 1A
STATUS ED REVOLVING CREDIT SUPPLEMENT
THIS SUPPLEMENT to the Master Loan Agreement dated June 6, 2005, (the “MLA”), is entered into
as of May 30, 2007 between FARM CREDIT SERVICES OF AMERICA, FLCA (“Farm Credit”) and WESTERN IOWA
ENERGY, LLC, Wall Lake, Iowa (the “Company”).
SECTION 1. The Revolving Credit Facility. On the terms and conditions set forth in the MLA and
this Supplement, Farm Credit agrees to make loans to the Company during the period set forth below
in an aggregate principal amount not to exceed, at any one time outstanding, the lesser of
$4,000,000.00 (the “Commitment”), or the “Borrowing Base” (as calculated pursuant to the Borrowing
Base Report attached hereto as Exhibit A). Within the limits of the Commitment, the Company may
borrow, repay and reborrow.
SECTION 2. Purpose. The purpose of the Commitment is to finance eligible inventory and
receivables referred to in the Borrowing Base Report.
SECTION 3. Term. The initial term of the Commitment shall be the date hereof, up to and
including July 1, 2008, or such later date as Agent (as that term is defined in the MLA) may, in
its sole discretion, authorize in writing. Notwithstanding the foregoing, the Commitment shall be
renewed for an additional one year renewal term only if, on or before the last day of the initial
term or any renewal term (the “Expiration Date”), Agent provides to the Company a written notice of
renewal for an additional year (a “Renewal Notice”). If on or before the Expiration Date, Agent
grants a short-term extension of the Commitment, the Commitment shall be renewed for an additional
year only if Agent provides to the Company a Renewal Notice on or before such extended expiration
date, All annual renewals shall be measured from, and effective as of, the same day as the
Expiration Date in any year.
SECTION 4. Interest. The Company agrees to pay interest on the unpaid balance of the loans in
accordance with one or more of the following interest rate options, as selected by the Company:
(A) Agent Base Rate. At a rate per annum equal at all times to 3/4 of 1% above the rate of
interest established by Agent from time to time as its “Agent Base Rate”, which Rate is intended by
Agent to be a reference rate and not its lowest rate, The Agent Base Rate will change on the date
established by Agent as the effective date of any change therein and Agent agrees to notify the
Company of any such change.
(B) Quoted Rate. At a fixed rate per annum to be quoted by Agent in its sole discretion in
each instance. Under this option, rates may be fixed on such balances and for such periods, as may
be agreeable to Agent in its sole discretion in each instance, provided that: (1) the minimum fixed
period shall be 30 days; (2) amounts may be fixed in increments of $100,000.00 or multiples
thereof; and (3) the maximum number of fixes in place at any one time shall be 5.
(C) LIBOR. At a fixed rate per annum equal to “LIBOR” (as hereinafter defined) plus 3 l/2%.
Under this option: (1) rates may be fixed for “Interest Periods” (as hereinafter defined) of 1, 2,
3, 6, 9 or 12 months, as selected by the Company; (2) amounts may be fixed in increments of
$100,000.00 or multiples thereof; (3) the maximum number of fixes in place at any one time shall be
5; and (4) rates may only be fixed on a “Banking Day” (as hereinafter defined) on 3 Banking Days’
prior written notice.
| Statused Revolving Credit Supplement RIO291SOIA | -2- | |
| Western Iowa Energy, LLC | ||
| Wall Lake, Iowa |
For purposes hereof: (a) “LIBOR” shall mean the rate (rounded upward to the nearest sixteenth and
adjusted for reserves required on “Eurocurrency Liabilities” (as hereinafter defined) for banks
subject to “FRB Regulation D” (as herein defined) or required by any other federal law or
regulation) quoted by the British Bankers Association (the “BBA”) at 11:00 a.m. London lime 2
Banking Days before the commencement of the Interest Period for the offering of U.S. dollar
deposits in the London interbank market for the Interest Period designated by the Company, as
published by Bloomberg or another major information vendor listed on BRA’s official website; (b)
“Banking Day” shall mean a day on which Agent is open for business, dealings in U.S. dollar
deposits are being carried out in the London interbank market, and banks are open for business in
New York City and London, England; (c) “Interest Period” shall mean a period commencing on the date
this option is to take effect and ending on the numerically corresponding day in the next calendar
month or the month that is 2, 3, 6, 9 or 12 mouths thereafter, as the case may be; provided,
however, that: (i) in the event such ending day is not a Banking Day, such period shall be extended
to the next Banking Day unless such next Banking Day falls in the next calendar month, in which
case it shall end on the preceding Banking Day; and (ii) if there is no numerically corresponding
day in the month, then such period shall end on the last Banking Day in the relevant month; (d)
“Eurocurrency Liabilities” shall have meaning as set forth in “FRB Regulation D”; and (e) “FRB
Regulation D” shall mean Regulation D as promulgated by the Board of Governors of the Federal
Reserve System, 12 CFR Part 204, as amended.
The Company shall select the applicable rate option at the time it requests a loan hereunder and
may, subject to the limitations set forth above, elect to convert balances bearing interest at the
variable rate option to one of the fixed rate options. Upon the expiration of any fixed rate
period, interest shall automatically accrue at the variable rate option unless the amount fixed is
repaid or fixed for an additional period in accordance with the terms hereof. Notwithstanding the
foregoing, rates may not he fixed for periods expiring after the maturity date of the loans. All
elections provided for herein shall be made electronically (if applicable), telephonically or in
writing and must be received by Agent not later than 12:00 Noon Company’s local time in order to be
considered to have been received on that day; provided, however, that in the case of LIBOR rate
loans, all such elections must be confirmed in writing upon Agent’s request. Interest shall be
calculated on the actual number of days each loan is outstanding on the basis of a year consisting
of 360 days and shall be payable monthly in arrears by the 20th day of the following month or on
such other day in such mouth as Agent shall require in a written notice to the Company; provided,
however, in the event the Company elects to fix all or a portion of the indebtedness outstanding
under the LIBOR interest rate option above, at Agent’s option upon written notice to the Company,
interest shall be payable at the maturity of the Interest Period and if’ the LIBOR interest rate
fix is for a period longer than 3 months, interest on that portion of the indebtedness outstanding
shall be payable quarterly in arrears on each three-month anniversary of the commencement date of
such Interest Period, and at maturity.
SECTION 5. Promissory Note. The Company promises to repay the unpaid principal balance of the
loans on the last day of the term of the Commitment. In addition to the above, the Company promises
to pay interest on the unpaid principal balance of the loans at the times and in accordance with
the provisions set forth in Section 4 hereof.
| Statused Revolving Credit Supplement ▇▇▇▇▇▇▇▇▇▇ | -▇- | |
| ▇▇▇▇▇▇▇ ▇▇▇▇ Energy, LLC |
||
| Wall Lake, Iowa |
SECTION 6. Borrowing Base Reports, Etc. The Company agrees to furnish a Borrowing Base Report
to Agent at such times or intervals as Agent may from time to time request. Until receipt of such a
request, the Company agrees to furnish a Borrowing Base Report to Agent within 30 days after
each month end calculating the Borrowing Base as of the last day of the month for which the Report
is being furnished. However, if no balance is outstanding hereunder on the last day of such month,
then no Report need be furnished. Regardless of the frequency of the reporting, if at any time the
amount outstanding under the Commitment exceeds the Borrowing Base, the Company shall immediately
notify Agent and repay so much of the loans as is necessary to reduce the amount outstanding under
the Commitment to the limits of the Borrowing Base.
SECTION 7. Letters of Credit. If agreeable to Agent in its sole discretion in each instance,
in addition to loans, the Company may utilize the Commitment to open irrevocable letters of credit
for its account. Each letter of credit will be issued within a reasonable period of time after
receipt of a duly completed and executed copy of Agent’s then current form of application or, if
applicable, in accordance with the terms of any CoTrade Agreement between the parties, and shall
reduce the amount available under the Commitment by the maximum amount capable of being drawn
thereunder. Any draw under any letter of credit issued hereunder shall be deemed an advance under
the Commitment. Each ▇▇▇▇▇▇ of credit must be in form and content acceptable to Agent and must
expire no later than the maturity date of the loans. Notwithstanding the foregoing or any other
provision hereof, the maximum amount capable of being drawn under each letter of credit must be
statused against the Borrowing Base in the same manner as if it were a loan, and in the event that
(after repaying all loans) the maximum amount capable of being drawn under the letters of credit
exceeds the Borrowing Base, then the Company shall immediately notify Agent and pay to Agent (to be
held as cash collateral) an amount equal to such excess.
SECTION 8. Commitment Fee. In consideration of the Commitment, the Company agrees to pay to
Agent a commitment fee on the average daily unused portion of the Commitment at the rate of 2/5 of
1% per annum (calculated on a 360 day basis), payable monthly in arrears by the 20th day following
each month. Such fee shall be payable for each month (or portion thereof) occurring during the
original or any extended term of the Commitment. For purposes of calculating the commitment fee
only, the “Commitment” shall mean the dollar amount specified in Section 1 hereof, irrespective of
the Borrowing Base.
SECTION 9. Amendment Fee. In consideration of the amendment, the Company agrees to pay to
Agent on the execution hereof a fee in the amount of $1,000.00.
IN WITNESS WHEREOF, the parties have caused this Supplement to be executed by their duly
authorized officers as of the date shown above.
| FARM CREDIT SERVIES OF AMERICA, FLCA | WESTERN IOWA ENERGY, LLC | |||||
By:
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/s/ ▇▇▇▇▇ ▇▇▇▇▇ | By: | /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ | |||
Title:
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Vice President | Title: | Chair | |||