| | On August 24, 2005, CarMax, Inc. (the “Registrant”), CarMax Auto Superstores, Inc., a subsidiary of the Registrant (“CASI”), and certain of their subsidiaries named therein (the “Subsidiaries”), entered into a Credit Agreement for a revolving credit facility (the “Credit Agreement”) with Bank of America, N.A., as a lender and administrative agent, and various other financial institutions named therein. On December 8, 2006, the parties to the Credit Agreement entered into Amendment No. 1 to the Credit Agreement and Joinder Agreement (the “Amendment”). The term of the Credit Agreement has been extended from August 24, 2009 to December 8, 2011. Aggregate borrowings available pursuant to the Credit Agreement have been increased from $450 million to $500 million. Borrowings available for certain swing line loans have been increased from $25 million to $35 million. The Amendment provides the Registrant with an option to request an increase in the aggregate borrowings limit, in an amount not to exceed $100 million. The Amendment provides a new definition of the term “Applicable Rate,” which decreased the per annum rate related to Eurodollar Rate Loans, Letter of Credit Fees and Commitment Fees (each as defined in the Credit Agreement). Additionally, Comerica Bank has joined the Credit Agreement as a Lender (as defined in the Credit Agreement). All outstanding principal amounts borrowed under the Credit Agreement will be due and payable on December 8, 2011. As of December 8, 2006, the amount outstanding under the Credit Agreement was approximately $127 million. In addition to participation in the Credit Agreement, certain of the Lenders provide other services to the Registrant, CASI and the Subsidiaries, including cash management and treasury services, asset-backed securitization transactions, retail installment financing to the Registrant’s customers, derivative transactions (interest rate swaps), and other corporate financial services. |
