FIRST AMENDMENT TO
SECOND AMENDED AND RESTATED CREDIT AGREEMENT
THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of January 30, 2023, is entered into by and among MADISON GAS AND ELECTRIC COMPANY, a Wisconsin corporation (the “Borrower”), the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”). Unless otherwise specified herein, capitalized terms used in this Amendment shall have the meanings ascribed to them in the Credit Agreement (as hereinafter defined) as amended hereby.
A. WHEREAS, the Borrower, the Lenders party thereto and the Administrative Agent are parties to that certain Second Amended and Restated Credit Agreement, dated as of November 8, 2022 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”);
B. WHEREAS, the Borrower has requested that the Lenders increase the Aggregate Commitment by $30,000,000 (the “Increased Commitment”) under Section 2.18 of the Credit Agreement and otherwise amend the Credit Agreement, in each case, as more fully set forth herein;
C. WHEREAS, each Lender party hereto (each, an “Increasing Lender”) desires to provide its pro rata share of the Increased Commitment; and
D. WHEREAS, on the terms and conditions set forth herein, the Administrative Agent and the Increasing Lenders are willing to amend the Credit Agreement to increase the Aggregate Commitment by the amount of the Increased Commitment and otherwise amend the Credit Agreement as set forth herein.
NOW, THEREFORE, for and in consideration of the premises and mutual agreements herein contained and for the purposes of setting forth the terms and conditions of this Amendment and for other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be bound, hereby agree as follows:
“First Amendment Effective Date” means January 30, 2023.
“Aggregate Commitment” means the aggregate of the Commitments of all the Lenders, which, as of First Amendment Effective Date, equals $90,000,000, as such amount may be decreased from time to time pursuant to the terms hereof.
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[Signatures Immediately Follow]
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IN WITNESS WHEREOF, the undersigned have executed this First Amendment to Second Amended and Restated Credit Agreement as of the date first written above.
BORROWER:
MADISON GAS AND ELECTRIC COMPANY
By: Jared J. Bushek
Name: Jared J. Bushek
Title: Vice President - Finance, Chief Information Officer and Treasurer
Signature Page to First Amendment to Second Amended and Restated Credit Agreement
JPMORGAN CHASE BANK, N.A., as Administrative Agent and as a Lender
By: /s/ Jane M. Stava
Name: Jane M. Stava
Title: Vice President
Signature Page to First Amendment to Second Amended and Restated Credit Agreement
BANK OF AMERICA, N.A., as a Lender
By: /s/ Michael J. Haas
Name: Michael J. Haas
Title: Senior Vice President
Signature Page to First Amendment to Second Amended and Restated Credit Agreement
U.S. BANK NATIONAL ASSOCIATION, as a Lender
By: /s/ Kevin S. Murphy
Name: Kevin S. Murphy
Title: Vice President
Signature Page to First Amendment to Second Amended and Restated Credit Agreement
SCHEDULE I
LENDERS AND COMMITMENTS
Lender | Commitment |
JPMorgan Chase Bank, N.A. | $40,500,000 |
Bank of America, N.A. | $24,750,000 |
U.S. Bank National Association | $24,750,000 |
TOTAL | $90,000,000 |