Item 1.01 Entry into a Material Definitive Agreement
On March 22, 2023, Contrail Aviation Support, LLC and Contrail Aviation Leasing,
LLC (collectively "Contrail") entered into the First Amendment to Second
Amendment to Master Loan Agreement and Third Amendment to Master Loan Agreement
(the "Amendment") with Old National Bank ("ONB"). The Amendment amends the
Master Loan Agreement dated as of June 24, 2019, as amended.
The principal revisions made in the Amendment are: (i) Section 3 of the Second
Amendment was revised so that exclusion of certain gains and losses from the
definition of "net income" applies through September 30, 2023, not March 31,
2023; (ii) Section 5 of the Second Amendment relating to prepayment of Term Loan
G was amended to eliminate the requirement that all asset sales during the
period beginning with October 1, 2022 and ending on March 31, 2023 be applied as
prepayments on Term Loan G; instead, the Amendment provision now reflects the
agreement that voluntary payments totaling $20,000,000 would be made by the
borrower on Term Loan G no later than September 30, 2023; and, (iii) a revolving
note resting period covenant was added to the Amendment whereby the outstanding
principal balance on the revolving note would be paid to zero (0) for at least
thirty (30) consecutive days during each annual period ending on the anniversary
date of the revolving note, provided the borrower has not achieved a debt
service coverage ratio of 1.10:1.
The foregoing summary of the terms of the Amendment is qualified in its entirety
by reference to the form of First Amendment to Second Amendment to Master Loan
Agreement and Third Amendment to Master Loan Agreement filed as Exhibit 10.1
herewith, which is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant
To the extent required by Item 2.03 of Form 8-K, the information contained in
Item 1.01 is incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits
10.1 First Amendment to Second Amendment to Master Loan Agreement and Third Amendment to
Master Loan Agreement, dated March 22, 2023 between Contrail Aviation Support, LLC and
Contrail Aviation Leasing, LLC and Old National Bank.
104 Cover Page Interactive Data File (embedded within Inline XBRL document)
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