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As Of Filer Filing For·On·As Docs:Size 11/05/19 Air T Inc 8-K:1,2,9 6/24/19 26:2.2M |
Document/Exhibit Description Pages Size 1: 8-K 8-K - Contrail Interest Purchase Closing and HTML 50K Financing 2: EX-10.1 Material Contract HTML 136K 11: EX-10.10 Material Contract HTML 26K 12: EX-10.11 Material Contract HTML 31K 13: EX-10.12 Material Contract HTML 89K 14: EX-10.13 Material Contract HTML 34K 15: EX-10.14 Material Contract HTML 17K 16: EX-10.15 Material Contract HTML 236K 17: EX-10.16 Material Contract HTML 84K 18: EX-10.17 Material Contract HTML 47K 19: EX-10.18 Material Contract HTML 154K 20: EX-10.19 Material Contract HTML 95K 3: EX-10.2 Material Contract HTML 56K 21: EX-10.20 Material Contract HTML 29K 22: EX-10.21 Material Contract HTML 39K 23: EX-10.22 Material Contract HTML 42K 24: EX-10.23 Material Contract HTML 100K 25: EX-10.24 Material Contract HTML 41K 26: EX-10.25 Material Contract HTML 19K 4: EX-10.3 Material Contract HTML 23K 5: EX-10.4 Material Contract HTML 32K 6: EX-10.5 Material Contract HTML 25K 7: EX-10.6 Material Contract HTML 50K 8: EX-10.7 Material Contract HTML 34K 9: EX-10.8 Material Contract HTML 24K 10: EX-10.9 Material Contract HTML 34K
Exhibit |
1. | DEFINITIONS. |
2. | THE CREDIT FACILITY; BORROWING PROCEDURES; INTEREST RATE; AND PAYMENTS. |
2.1 | Credit
Facility. Lender shall make a term loan to the Borrowers, on the Closing Date, in an amount equal to Seven Million, Five Hundred Fifty-Three Thousand, One Hundred Sixty-Five Dollars ($7,553,165.00) ("Term Loan D"), which is subject to the terms and conditions hereof and of the Master Loan Agreement. Term Loan D shall be evidenced by Term Note D, be payable in accordance with the terms of Term Note D and be made by disbursement of Loan proceeds when and as |
2.2 | Borrowing Procedures. The entire amount of Term Loan D is to be advanced in one single advance on to the Closing Date. |
2.3 | Interest Rate. The unpaid principal balance of Term Loan D outstanding from time to time shall bear interest for the
period commencing on the Closing Date of Term Loan D until such Loan is paid in full. Term Loan D shall accrue interest at a variable rate equal to the LIBOR Rate plus 3.75% per annum and such rate shall be adjusted on the 1st day of each month. |
2.4 | Payments. Borrowers shall make the following payments on Term Loan D during the following periods: |
(a) | Twenty-three
(23) consecutive monthly payments of accrued and unpaid interest beginning November 1, 2019, and payable on the pt day of each consecutive month thereafter; and |
(b) | Sixteen (16) consecutive monthly payments of Two Hundred Fifty Thousand Dollars ($250,000.00) each beginning November 1, 2019, and continuing on the 1st day of each consecutive month thereafter; and |
(c) | a
final payment of all outstanding principal and accrued and unpaid interest together with such other amounts as shall then be due and owing from Borrowers to Lender under the Term Loan D on the Term Loan D Maturity Date. |
2.5 | Fees |
(a) | On or before the Closing Date Borrowers shall pay to Lender a fee in the amount of Thirty Thousand Two Hundred Thirteen Dollars ($30,213). |
2.6 | Use
of Loan Proceeds. Borrowers shall only use the proceeds of Term Loan D to acquire the beneficial interest in the trust described in the Beneficial Interest Pledge Agreement attached hereto as Exhibit B. |
3. | CONDITIONS FOR BORROWING. |
3.1 | Lender
shall have received the following, all in form, detail and content satisfactory to Lender: |
(a) | Term Note D duly executed by both Borrowers. |
(b) | The fee due under Section
2.5 hereof. |
(c) | A Beneficial Interest Pledge Agreement, in the form of Exhibit B, properly executed by CAL, together with any and all other documents or instruments Lender reasonably deems necessary to grant to Lender and perfect a first position Lien in all of CAL' s beneficial interest in that certain trust described in the Declaration of Trust (MSN 29922) dated as of June 26, 2019, among Contrail Aviation Leasing, LLC, Contrail Aviation Support, LLC, and Wilmington Trust SP Services (Dublin) Limited (registration number 318390), not in its individual capacity but solely as Trustee (the "Owner Trustee"),
as amended, assigned, supplemented, restated, and modified from time to time (the "Trust Agreement"), all in form and substance reasonably satisfactory to Lender. |
(d) | A Trust Aircraft Security Agreement in the form of Exhibit C (the "TASA"), properly executed by the Owner Trustee, together with any and all other documents or instruments Lender reasonably deems necessary to grant to Lender and perfect a first position Lien on the collateral described in the TASA, all in form and substance reasonably satisfactory to Lender. |
(e) | A
third party written legal opinion opining that: |
(i) | CAL has the due power and authority to grant the Lien described in Section 3.1(c) above; |
(ii) | Owner Trustee has due power and authority to grant the Lien described in Section 3.1(c) above; and |
(iii) | The
Liens described in Sections 3.1(c) and 3.1(d) are valid and enforceable and neither violate any term or provision of the Trust Agreement. |
(f) | Evidence in a form reasonably acceptable to Lender that, prior to or concurrently with the execution of this Supplement, CAL acquired the interest in the trust described in the Beneficial Interest Pledge Agreement and that the trust acquired the collateral described in the TASA, and in each case, such is owned free and clear of all liens, claims and encumbrances. |
(g) | An
Agreement to Provide Insurance in the form of Exhibit D, properly executed by the Borrowers. |
4. | AFFIRMATIVE COVENANTS. |
4.1 | Quarterly Rolling Cash Flow Coverage Ratio. Maintain, as of the last day of each fiscal quarter, a Quarterly Rolling Cash Flow Coverage Ratio of not less than 1.25 to 1.0. Lender may determine compliance with this Quarterly Cash Flow Coverage Ratio covenant at any time. |
4.2 | Tangible
Net Worth. Maintain a Tangible Net Worth of at least $12,500,000.00 at all times. Lender may determine compliance with this Tangible Net Worth covenant at any time. |
This ‘8-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
10/30/21 | None on these Dates | |||
Filed on: | 11/5/19 | |||
11/1/19 | ||||
10/30/19 | ||||
6/26/19 | ||||
For Period end: | 6/24/19 | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/28/23 Air T Inc. 10-K/A 3/31/23 125:11M 6/27/23 Air T Inc. 10-K 3/31/23 131:21M 6/28/22 Air T Inc. 10-K 3/31/22 124:13M 6/25/21 Air T Inc. 10-K 3/31/21 118:28M |