Nautilus 2008 Annual Report Download - page 87

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(ix) up to $4,500,000 of expenses incurred during the first Fiscal Quarter of 2009 in connection with
*
.”
(f) Clause (a) of the definition of “Inventory Formula Amount”
in Section 1.1 of the Loan Agreement is hereby amended and restated
in its entirety to read as follows:
“(a) $20,000,000; or”
(g) Clause (l) of the definition of “Permitted Asset Disposition” in Section 1.1 of the Loan Agreement is hereby amended and
restated in its entirety to read as follows:
“sale or Disposition of US Borrower’s real Property located at 12032 Highway 155N, Tyler, Texas for Net Proceeds not less than
$1,700,000; or”
(h) The definition of “Trigger Period” in Section 1.1 of the Loan Agreement is hereby amended and restated in its entirety to read as
follows:
“ Trigger Period : the period (a) commencing on the day that (i) an Event of Default occurs, (ii) Excess Availability is less than
$10,000,000 for three consecutive Business Days or (iii) Excess Availability is less than $8,000,000 at any time; and (b) continuing
until the day on which the Borrowers have maintained Excess Availability in excess of $15,000,000 for a period of 90 consecutive
days; provided , however , that for the period commencing on the day that Agent receives evidence, in form and substance
satisfactory to Agent, that US Borrower will receive a Federal Income Tax refund in an amount not less than $10,000,000 (the “ Tax
Refund ”) and continuing until the earlier of (A) the day on which US Borrower receives such Tax Refund and (B) the day on which
Agent determines, in its sole discretion, that US Borrower will not receive the Tax Refund or will receive less than the full Tax
Refund, Trigger Period shall mean, the period (x) commencing on the day that (i) an Event of Default occurs, (ii) Excess Availability
is less than $7,000,000 for three consecutive Business Days or (iii) Excess Availability is less $5,000,000 at any time; and
(y) continuing until the day on which the Borrowers have maintained Excess Availability in excess of $15,000,000 for a period of 90
consecutive days.”
(i) The following definition is hereby added to Section 1.1 of the Loan Agreement in alphabetical order:
“ Appraisal Reserve : a reserve in the amount of (a) $500,000, during the period from March 10, 2009 through the earlier of
(i) March 30, 2009 or (ii) the Business Day immediately following the day of receipt by Agent of an appraisal of Borrowers’
Inventory in form and substance satisfactory to Agent (a “ Satisfactory Appraisal ”); (b) if Agent has not received a Satisfactory
Appraisal by March 31, 2009, 750,000, during the period from March 31, 2009 through the earlier of (i) April 14, 2009 or (ii) the
Business Day immediately following receipt by Agent of a Satisfactory Appraisal; (c) if Agent has not received a Satisfactory
Appraisal by April 15, 2009, 1,000,000, during the period from April 15, 2009 through the Business Day immediately following
receipt by Agent of a Satisfactory Appraisal; and (d) in all cases, $0, the Business Day immediately following receipt by Agent of a
Satisfactory Appraisal.”
3
*
Certain information has been redacted from this page and filed separately with the Commission. Confidential treatment has been requested
with respect to the redacted portion.