Delaware
(State or other jurisdiction of incorporation)
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001-33156
(Commission File Number)
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20-4623678
(I.R.S. Employer Identification No.)
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Exhibit Number
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Description
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10.1
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Sixth Amendment, dated as of January 20, 2017, to the Amended and Restated Credit Agreement, dated as of October 15, 2010, among First Solar, Inc., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent
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FIRST SOLAR, INC.
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Date: January 26, 2017
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By:
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/s/ PAUL KALETA
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Name:
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Paul Kaleta
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Title:
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Executive Vice President and General Counsel
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2.1
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Amendments to Section 1.1
. Section 1.1 is hereby amended as follows:
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2.2
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Amendments to Section 7.1(b)
. Section 7.1(b) is hereby amended and restated in its entirety to read as follows:
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2.3
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Amendment to Section 7.1(c)
. Section 7.1(c) is hereby amended by replacing “$400,000,000” therein with “$800,000,000”.
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2.4
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Amendment to Exhibit B
. Exhibit B to the Existing Credit Agreement is hereby amended and restated in its entirety to read as set forth in
Annex I
attached hereto.
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3.1
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The Company, the Administrative Agent and Lenders constituting the Required Lenders shall have executed and delivered this Sixth Amendment.
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3.2
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The Administrative Agent and the Arrangers shall have received all fees required to be paid (including those payable for the account of the Lenders), and all expenses required to be paid for which invoices have been presented prior to the Sixth Amendment Effective Date.
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3.3
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The Company shall be in pro forma compliance with all financial covenants after giving effect to this Sixth Amendment.
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3.4
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After giving effect to this Sixth Amendment, each of the representations and warranties made by any Loan Party in or pursuant to the Loan Documents is true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) on and as of the Sixth Amendment Effective Date as if made on and as of such date, except for representations and warranties expressly stated to relate to a specific earlier date, in which case such representations and warranties were true and correct in all material respects as of such earlier date.
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3.5
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The Company has taken all necessary action to authorize the execution, delivery and performance of this Sixth Amendment, this Sixth Amendment has been duly executed and delivered by the Company, and this Sixth Amendment is the legal, valid and, upon satisfaction of the conditions in
Section 3
of this Sixth Amendment, binding obligation of the Company, enforceable against it in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, or similar laws affecting the enforcement of creditors’ rights generally and by principles of equity.
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3.6
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At the time of and immediately after giving effect to this Sixth Amendment, no Default or Event of Default has occurred and is continuing.
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FIRST SOLAR, INC.,
as Borrower
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By:
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/s/ RICHARD A. ROMERO
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Name:
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Richard Romero
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Title:
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VP Project Finance & Treasury
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JPMORGAN CHASE BANK, N.A.,
as the Administrative Agent
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By:
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/s/ GREGORY T. MARTIN
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Name:
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Gregory T. Martin
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Title:
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Executive Director
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BANK OF AMERICA, N.A.,
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By:
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/s/ DONALD SCHULKE
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Name:
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Donald Schulke
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Title:
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Senior Vice-President
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HSBC BANK USA, NATIONAL ASSOCIATION,
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By:
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/s/ ILENE HERNANDEZ
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Name:
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Ilene Hernandez
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Title:
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Senior Associate
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CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK,
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By:
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/s/ GHISLAIN DESCAMPS
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Name:
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Ghislain Descamps
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Title:
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Managing Director
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By:
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/s/ DAN FAHEY
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Name:
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Dan Fahey
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Title:
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Vice President
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CITICORP NORTH AMERICA, INC.,
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By:
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/s/ CARL CHO
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Name:
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Carl Cho
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Title:
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Vice President
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WELLS FARGO BANK, NATIONAL ASSOCIATION,
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By:
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/s/ ANDREA HENDERSEN
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Name:
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Andrea Hendersen
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Title:
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Vice President
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MORGAN STANLEY BANK, N.A.,
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By:
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/s/ PAT LAYTON
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Name:
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Pat Layton
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Title:
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Authorized Signatory
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BMO HARRIS BANK, N.A.,
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By:
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/s/ BRIAN HARBIN
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Name:
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Brian Harbin
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Title:
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Director
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DEUTSCHE BANK AG NEW YORK BRANCH,
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By:
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/s/ MARCUS TARKINGTON
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Name:
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Marcus Tarkington
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Title:
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Director
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By:
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/s/ DUSAN LAZAROV
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Name:
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Dusan Lazarov
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Title:
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Director
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MIZUHO BANK, LTD.,
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By:
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/s/ NELSON CHANG
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Name:
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Nelson Chang
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Title:
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Authorized Signatory
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GOLDMAN SACHS LENDING PARTNERS LLC,
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By:
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/s/ DAVID CIRIGLIANO
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Name:
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David Cirigliano
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Title:
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Authorized Signer
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