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EXHIBIT 10.11 H
SILICON VALLEY BANK
AMENDMENT TO LOAN DOCUMENTS
BORROWER: LASERSCOPE
ADDRESS: 3052 ORCHARD DRIVE
SAN JOSE, CALIFORNIA 95134
DATE: SEPTEMBER 25, 2000
THIS AMENDMENT TO LOAN DOCUMENTS is entered into between Silicon Valley
Bank ("Silicon") and the borrower named above ("Borrower").
The Parties agree to amend the Loan and Security Agreement between them,
dated October 1, 1999 (as otherwise amended, the "Loan Agreement"), as follows,
effective as of the date hereof. (Capitalized terms used but not defined in this
Amendment, shall have the meanings set forth in the Loan Agreement.)
1. CREDIT LIMIT. Section 1 of the Schedule is hereby amended in its
entirety to read as follows:
"1. CREDIT LIMIT
(Section 1.1): An amount not to exceed the lesser of a
total of $6,000,000 at any one time outstanding
(the "Maximum Credit Limit"), or the sum or (a)
and (b) below:
(a) Receivable Loans. Loans (the
"Receivable Loans") in an amount up to
80% of the amount of Borrower's Eligible
Receivables (as defined in Section 8
above), plus
(b) Inventory Loans. Loans (the
"Inventory Loans") in an amount up the
lesser of:
(1) 25% of the value of Borrower's
Eligible Inventory (as defined in
Section 8 above), calculated at the
lower of cost or market value and
determined on a first-in, first-out
basis, or
(2) $500,000.
Silicon shall have the right, at all times, to
reserve from Loans otherwise available to
Borrower the sum of $10,000 in respect of cash
management services provided by Silicon to
Borrower. Without limiting the definition of
"Eligible Receivables", receivables owing to
Borrower's subsidiaries shall not constitute
Eligible Receivables.
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LETTER OF CREDIT
SUBLIMIT
(Section 1.5): $1,200,000"
2. INTEREST RATE. Section 2 of the Schedule is hereby amended in its
entirety to read as follows:
"2. INTEREST.
INTEREST RATE
(Section 1.2): A rate equal to the "Prime Rate" in
effect from time to time, plus 2.25% per annum.
Interest shall be calculated on the basis of a
360-day year for the actual number of days
elapsed. "Prime Rate" means the rate announced
from time to time by Silicon as its "prime
rate;" it is a base rate upon which other rates
charged by Silicon are based, and it is not
necessarily the best rate available at Silicon.
The interest rate applicable to the Obligations
shall change on each date there is a change in
the Prime Rate.
MINIMUM MONTHLY
INTEREST
(Section 1.2): None."
3. MATURITY DATE. Section 4 of the Schedule is hereby amended in its
entirety to read as follows:
"4. MATURITY DATE
(Section 6.1): September 30, 2001."
4. TANGIBLE NET WORTH COVENANT. Section 5 of the Schedule is hereby
amended in its entirety to read as follows:
"5. FINANCIAL
COVENANTS
(Section 5.1): Borrower shall comply with each of the
following covenant(s). Compliance shall be
determined as of the end of each month:
MINIMUM TANGIBLE
NET WORTH: Borrower shall maintain a Tangible Net Worth of
not less than $10,000,000.
DEFINITIONS. For purposes of the foregoing financial
covenants, the following term shall have the
following meaning: "Tangible Net Worth" shall
mean the excess of total assets over total
liabilities, determined in accordance with
generally accepted accounting principles, with
the following adjustments:
(A) there shall be excluded from assets:
(i) notes, accounts receivable and
other obligations owing to the Borrower
from its officers or other Affiliates,
and (ii) all assets which would be
classified as intangible assets under
generally accepted accounting
principles, including without
limitation goodwill, licenses, patents,
trademarks, trade names, copyrights,
capitalized software and organizational
costs, licenses and franchises.
(B) there shall be excluded from
liabilities: all indebtedness which is
subordinated to the Obligations under a
subordination agreement in form
specified by Silicon or by language in
the instrument evidencing the
indebtedness which is acceptable to
Silicon in its discretion."
5. FEE. In consideration for Silicon entering into this Amendment,
Borrower shall concurrently pay Silicon a fee in the amount of $30,000, which
shall be non-refundable and in addition to all interest and other fees payable
to Silicon under the Loan Documents. Silicon is authorized to charge said fee to
Borrower's loan account.
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6. REPRESENTATIONS TRUE. Borrower represents and warrants to Silicon
that all representations and warranties set forth in the Loan Agreement, as
amended hereby, are true and correct.
7. GENERAL PROVISIONS. This Amendment, the Loan Agreement, any prior
written amendments to the Loan Agreement signed by Silicon and Borrower, and the
other written documents and agreements between Silicon and Borrower set forth in
full all of the representations and agreements of the parties with respect to
the subject matter hereof and supersede all prior discussions, representations,
agreements and understandings between the parties with respect to the subject
hereof. Except as herein expressly amended, all of the terms and provisions of
the Loan Agreement, and all other documents and agreements between Silicon and
Borrower shall continue in full force and effect and the same are hereby
ratified and confirmed.
BORROWER: SILICON:
LASERSCOPE SILICON VALLEY BANK
BY /s/ D. LALUMANDIERE BY /s/ MILAD HANNA
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VICE PRESIDENT, FINANCE AND CFO TITLE VICE PRESIDENT
BY
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SECRETARY OR ASS'T SECRETARY
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CONSENT
The undersigned acknowledges that its consent to the foregoing Agreement
is not required, but the undersigned nevertheless does hereby consent to the
foregoing Agreement and to the documents and agreements referred to therein and
to all future modifications and amendments thereto, and any termination thereof,
and to any and all other present and future documents and agreements between or
among the foregoing parties. Nothing herein shall in any way limit any of the
terms or provisions of the Guarantee of the undersigned, all of which are hereby
ratified and affirmed.
LASERSCOPE (UK) LIMITED
BY /s/ D. LALUMANDIERE
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VICE PRESIDENT, FINANCE AND CFO