EXHIBIT 10.1
[STEARNS BANK LETTERHEAD]
December 22, 2003
The Board of Directors
Husker Ag, LLC
510 W. Locust Street
PO Box 10
Plainview, NE 68769
RE: USDA Permanent loan financing for a 20 Million Gallon Ethanol Plant
Plainview, Nebraska
Gentlemen:
Stearns Bank is pleased to extend the following financing proposal with regards
to the above-referenced project:
BORROWER: Husker Ag, LLC
EXTENSION: 30 day extension of the $20,000,000 construction loan.
COVENANTS: Maintain the following covenants:
a) No distributions without prior lender approval and
issuance of the USDA Loan Note Guaranty.
b) Minimum 40% balance sheet tangible net worth must be
maintained.
c) Debt Service Coverage Ratio of at least 1.20x after
distributions.
PREPAYMENT PENALTY: 3% prepayment penalty
THE USDA APPROVED A CONDITIONAL COMMITMENT FOR A 70% LOAN NOTE GUARANTY BASED ON
THE FOLLOWING TERMS:
LOAN AMOUNT: LOAN A - $8,837,300 - 70% USDA Guaranty loan-amortized
over seven (7) years and three (3) months.
LOAN B - $8,837,300 conventional loan - amortized over
seven (7) years and three (3) months
LOAN C - $1,505,900 conventional loan - amortized over
48 months (requires a principal reduction of $819,500)
INTEREST RATE: Prime plus 1.25%, adjusted quarterly
CLOSING COSTS: Conversion Fee ($116,277.80), 2% USDA Fee ($123,722.20)
COLLATERAL: Collateral on Loan A & B will be as follows on a pari
passu basis with USDA:
o A first real estate mortgage on the proposed real
estate project located in Plainview, Nebraska (legal to
govern).
o A Security Agreement/Financing Statement covering
accounts receivable, inventory, equipment and fixtures,
along with personal property and general intangibles.
(Account receivable and inventory will be subordinate to
the Working Capital Line of Credit.) Loan C will have a
second position on the above collateral.
GUARANTEE: Permanent loan A is subject to a 70% USDA Guaranteed
Loan
PREPAYMENT PREMIUM: 5% of balance in year one, 4% of balance in year two, 3%
of balance in year three, 2% of balance in year four,
and 1% of balance in year five.
ESCROWS: An escrow account must be maintained with Lender from
which real estate taxes will be paid.
EQUITY: A minimum of 40% tangible balance sheet equity must be
maintained.
COVENANTS: See USDA Conditional Commitment dated 12-19-03
FINANCIAL INFORMATION: The following financial information will be required:
a) Fiscal year-end audited statement prepared by an
independent CPA firm, within 90 days of FYE;
b) Annual tax returns, including all supporting
schedules;
c) Monthly interim financial statements prepared
internally or by a CPA firm, within 30 days of month end
The Lender's conditional commitment is subject to the negotiation and execution
of definitive credit, security and related loan documents (the "Credit
Documents") satisfactory to the Lender. The Credit Documents will embody the
structure, pricing and other terms described in the summary of terms and
conditions. They will also include provisions viewed by the Lender and its
counsel as appropriate for this transaction and for transactions of this type.
Accordingly, it should be recognized that this letter is indicative, but not
exhaustive, as to the terms and conditions, which shall govern this facility.
This conditional commitment letter supercedes and replaces any and all
conditional commitment letter issued by the Lender to the Borrower.
Sincerely,
/s/ Norm Skalicky
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Norm Skalicky
CEO
I hereby accept the terms and conditions of the above-described proposal to
provide financing.
Husker Ag Processing, LLC
By: /s/ Gary Kuester
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Chairman of the Board and President Date: December 22, 2003