EXHIBIT 10.19
EXECUTION COPY
AMENDMENT NO. 2
TO
CREDIT AGREEMENT
THIS AMENDMENT NO. 2 TO CREDIT AGREEMENT (this Amendment) dated as of February 6, 2004, is entered into among GLADSTONE BUSINESS LOAN, LLC, as the Borrower, CONCORD MINUTEMEN CAPITAL COMPANY, LLC and PUBLIC SQUARE FUNDING LLC, as CP Lenders (collectively, the CP Lenders), CANADIAN IMPERIAL BANK OF COMMERCE (CIBC) and KEYBANK, NATIONAL ASSOCIATION (KeyBank), as Committed Lenders (collectively, the Committed Lenders), CIBC and KeyBank as Managing Agents (in such capacity, collectively the Managing Agents) and CIBC as Administrative Agent (in such capacity, the Administrative Agent). Capitalized terms used herein without definition shall have the meanings ascribed thereto in the Credit Agreement referred to below.
PRELIMINARY STATEMENTS
A. Reference is made to that certain Credit Agreement dated as of May 19, 2003 among the Borrower, Gladstone Advisers, Inc., as Servicer, the CP Lenders, the Committed Lenders, the Managing Agents and the Administrative Agent (as amended, restated, supplemented or modified from time to time, the Credit Agreement).
B. The parties hereto have agreed to amend certain provisions of the Credit Agreement upon the terms and conditions set forth herein.
(viii) the Loan bears interest, which is due and payable no less frequently than quarterly, except for (i) Loans which bear interest which is due and payable no less frequently than semi-annually, provided that the aggregate Outstanding Loan Balances of such Loans do not exceed 15% of the Aggregate Outstanding Loan Balance and (ii) PIK Loans,
(e) the aggregate amount by which the Outstanding Loan Balances of all Eligible Loans included as part of the
Collateral which are PIK Loans exceeds 40% of the Aggregate Outstanding Loan Balance, and (f) the aggregate amount by which the Outstanding Loan Balances of all Eligible Loans included as part of the Collateral which are PIK Loans having a PIK accrual component greater than 3.0% exceeds 25% of the Aggregate Outstanding Loan Balance.
Purchased Loan Balance: As of any date of determination and any Transferred Loan, the lesser of (i) the Outstanding Loan Balance of such Loan as of such date, (ii) the Fair Market Value of such Loan, and (iii) the Outstanding Loan Balance of such Loan as of the Purchase Date for such Loan.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed by their respective officers as of the date first above written.
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GLADSTONE BUSINESS LOAN, LLC |
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By: |
/s/David Gladstone |
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Name: |
David Gladstone |
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Title: |
Chairman |
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CONCORD MINUTEMEN CAPITAL COMPANY, LLC |
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By: |
/s/ Thomas J. Irvin |
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Name: |
Thomas J. Irvin |
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Title: |
Manager |
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CANADIAN
IMPERIAL BANK OF COMMERCE, as a |
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By: |
/s/ James Lees |
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Name: |
James Lees |
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Title: |
Authorized Signatory |
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By: |
/s/ Jeff Bazoian |
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Name: |
Jeff Bazoian |
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Title: |
Authorized Signatory |
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PUBLIC SQUARE FUNDING LLC |
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By: |
/s/ Douglas K. Johnson |
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Name: |
Douglas K. Johnson |
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Title: |
President |
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KEYBANK, NATIONAL ASSOCIATION, as a |
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By: |
/s/ Anthony Bulic |
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Name: |
Anthony Bulic |
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Title: |
Vice-President |
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