Item 1.01 Entry Into a Material Definitive Agreement
On August 8, 2022, Highwater Ethanol, LLC, (the "Company") and Compeer
Financial, PCA f/k/a AgStar Financial Services, PCA, as administrative agent,
("Compeer"), executed a Second Amendment to the Third Amended and Restated
Credit Agreement (the "Amendment"), which amends the Third Amended and Restated
Credit Agreement dated March 15, 2021. The Amendment extends the maturity date
of the Term Revolving Loan from January 22, 2023 to November 1, 2027. The
Amendment also extends the maturity date of the Revolving Line of Credit Loan
from January 22, 2023 to November 1, 2023. The Amendment provides that the
maturity date of the Revolving Line of Credit Loan may be extended for up to
four additional one year terms upon written request of the Company which will be
deemed automatically granted by Compeer upon receipt of the request and written
certification that there is no event of default.
The Amendment also amends certain financial covenants that restrict
distributions and require minimum debt service coverage and working capital
requirements. The Amendment provides that the Company is allowed to make
distributions to members as frequently as monthly in an amount equal to 75% of
net income if working capital is greater than or equal to $9,000,000, or an
unlimited amount if working capital is greater than or equal to $12,000,000. The
Amendment eliminates the requirement to maintain a minimum debt service coverage
ratio and raises the the minimum working capital requirement from $8,250,000 to
$9,000,000, which is calculated as current assets plus the amount available for
drawing under the Term Revolving Loan and undrawn amounts on outstanding letters
of credit, less current liabilities, and is measured quarterly.
Item 9.01 Financial Statements and Exhibits
(a)None.
(b)None.
(c)None.
(d)Exhibits.
Exhibit No. Description
99.1 Second Amendment to the Third Amended and Restated Credit Agreement
between Highwater Ethanol, LLC and Compeer Financial, PCA, as administrative
agent, dated August 8, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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