EXHIBIT 10.1
Published on May 27, 2015
EXHIBIT 10.1
MASTER INCREASING LENDER SUPPLEMENT
MASTER INCREASING LENDER SUPPLEMENT, dated March 19, 2015 (this “Supplement”), by and among each of the Lenders signatories hereto (each, an “Increasing Lender”) and the other parties signatory hereto, to the Amended and Restated Credit Agreement, dated as of June 27, 2013, as amended and restated as of February 4, 2015 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Microchip Technology Incorporated (the “Borrower”), the Lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”).
W I T N E S S E T H
WHEREAS, pursuant to Section 2.20 of the Credit Agreement, the Borrower has the right, subject to the terms and conditions thereof, to effectuate from time to time an increase in the aggregate amount of certain of the Revolving Commitments under the Credit Agreement by requesting one or more Lenders to increase the amount of its applicable Revolving Commitments;
WHEREAS, the Borrower has given notice to the Administrative Agent of its intention to increase the aggregate 2020 Dollar Tranche Commitments pursuant to such Section 2.20; and
WHEREAS, pursuant to Section 2.20 of the Credit Agreement, each of the undersigned Increasing Lenders now desires to increase the amount of its 2020 Dollar Tranche Commitment under the Credit Agreement by executing and delivering to the Borrower and the Administrative Agent this Supplement;
NOW, THEREFORE, each of the parties hereto hereby agrees as follows:
1. Each of the undersigned Increasing Lenders agrees, subject to the terms and conditions of the Credit Agreement, that on the date of this Supplement it shall have its 2020 Dollar Tranche Commitment increased by the amount set forth opposite its name on Schedule I attached hereto, thereby making the aggregate amount of its 2020 Dollar Tranche Commitment equal to the aggregate amount set forth opposite its name on Schedule I attached hereto.
2. The Borrower hereby represents and warrants that no Default or Event of Default has occurred and is continuing on and as of the date hereof.
3. Terms defined in the Credit Agreement shall have their defined meanings when used herein.
4. This Supplement shall be governed by, and construed in accordance with, the laws of the State of New York.
5. This Supplement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same document.
[Signature Pages Follow]
ACTIVE 206117221v.4
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
MIDFIRST BANK, as an Increasing Lender | ||
By: |
/s/ Rory Nordvold |
|
Name: Rory Nordvold |
||
Title: First Vice President |
Master Increasing Lender Supplement
THE BANK OF EAST ASIA, LIMITED, NEW YORK BRANCH,
as an Increasing Lender
| ||
By: |
/s/ James Hua |
|
Name: James Hua |
||
Title: Senior Vice President |
By: |
/s/ Kitty Sin |
|
Name: Kitty Sin |
||
Title: Senior Vice President |
Master Increasing Lender Supplement
CHANG HWA COMMERCIAL BANK, LTD.,
as an Increasing Lender
| ||
By: |
/s/ Joel Chou |
|
Name: Joe Chou |
||
Title: Assistant Vice President and Manager |
Master Increasing Lender Supplement
HUA NAN COMMERCIAL BANK, LTD., NEW YORK AGENCY, as an Increasing Lender | ||
By: |
/s/ Shu Fei Lin |
|
Name: Shu Fei Lin |
||
Title: General Manager & Vice President |
Master Increasing Lender Supplement
BANK OF TAIWAN, NEW YORK BRANCH,
as an Increasing Lender
| ||
By: |
/s/ Lucas Liao |
|
Name: Lucas Liao |
||
Title: AVP & DGM |
Master Increasing Lender Supplement
LAND BANK OF TAIWAN, NEW YORK BRANCH,
as an Increasing Lender
| ||
By: |
/s/ Arthur Chen |
|
Name: Arthur Chen |
||
Title: General Manager |
Master Increasing Lender Supplement
MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD., NEW YORK BRANCH,
as an Increasing Lender
| ||
By: |
/s/ Angela Chen |
|
Name: Angela Chen |
||
Title: VP & Deputy GM |
Master Increasing Lender Supplement
TAIWAN COOPERATIVE BANK, an an
Increasing Lender
| ||
By: |
/s/ Li Hua Huang |
|
Name: Li Hua Huang |
||
Title: VP & General Manager |
Master Increasing Lender Supplement
TAIPEI FUBON COMMERCIAL BANK CO., LTD., as an Increasing Lender | ||
By: |
/s/ Robin S. Wu |
|
Name: Robin S. Wu |
||
Title: FVP & Deputy General Manager |
Master Increasing Lender Supplement
E. SUN COMMERCIAL BANK, LTD.,
LOS ANGELES, as an Increasing Lender
| ||
By: |
/s/ Edward Chen |
|
Name: Edward Chen |
||
Title: SVP & General Manager |
Master Increasing Lender Supplement
Accepted and agreed to as of the date first written above:
MICROCHIP TECHNOLOGY INCORPORATED,
as Borrower
as Borrower
By |
/s/ J. Eric Bjornholt Name: J. Eric Bjornholt Title: VP, CFO |
Master Increasing Lender Supplement
Acknowledged as of the date first written above:
JPMORGAN CHASE BANK, N.A.
as Administrative Agent
as Administrative Agent
By |
/s/ Keith Winzenried Name: Keith Winzenried Title: Executive Director |
Master Increasing Lender Supplement
Schedule I
to Master Increasing Lender Supplement
INCREASING LENDER |
INCREASE TO
2020 DOLLAR
TRANCHE
COMMITMENT
|
AGGREGATE
2020 DOLLAR
TRANCHE
COMMITMENT
|
MIDFIRST BANK |
$14,375,000 |
$35,000,000 |
THE BANK OF EAST ASIA, LIMITED, NEW YORK BRANCH |
$4,375,000 |
$25,000,000 |
CHANG HWA COMMERCIAL BANK, LTD. |
$2,625,000 |
$15,000,000 |
HUA NAN COMMERCIAL BANK, LTD., NEW YORK AGENCY |
$2,625,000 |
$15,000,000 |
BANK OF TAIWAN |
$2,625,000 |
$15,000,000 |
LAND BANK OF TAIWAN, NEW YORK BRANCH |
$7,625,000 |
$20,000,000 |
MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD., NEW YORK BRANCH |
$5,625,000 |
$18,000,000 |
TAIWAN COOPERATIVE BANK |
$2,625,000 |
$15,000,000 |
TAIPEI FUBON COMMERCIAL BANK CO., LTD. |
$6,750,000 |
$15,000,000 |
E. SUN COMMERCIAL BANK, LTD., LOS ANGELES BRANCH |
$1,312,000 |
$96,562,500 |
TOTAL: |
$50,562,500 |
$182,562,500 |