WSI Industries, Inc.
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(Exact name of Registrant as Specified in its Charter)
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Minnesota
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(State Or Other Jurisdiction Of Incorporation)
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000-00619
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41-0691607
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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213 Chelsea Road
Monticello, MN
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55362
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(Address Of Principal Executive Offices)
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(Zip Code)
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(763) 295-9202
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Registrant’s Telephone Number, Including Area Code
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Item 1.01 | Entry into a Material Definitive Agreement. |
Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
Item 9.01 | Financial Statements And Exhibits. |
Exhibit No.
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Description
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10.1
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First Amendment and Modification of Revolving Line of Credit Promissory Note,
Loan Agreement and Reaffirmation of Guaranties
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1.
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Each of the above recitals is true and correct and is incorporated herein by this reference.
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2.
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The first Paragraph of the Note is hereby amended to read as follows:
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3.
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Paragraph 5 of the Note is hereby amended in its entirety to read as follows:
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"
5.
Maturity Date
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The entire outstanding balance of principal, if not sooner paid, together with all accrued interest thereon, shall be due and payable on February 1, 2013".
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4.
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Borrower hereby acknowledges and reaffirms each and every representation, warranty, term, covenant and condition of the Loan Documents. Borrower further acknowledges and agrees that the Loan Documents (as hereby amended and modified) are fully enforceable against Borrower and that Borrower has no defense, right of offset or otherwise to preclude enforcement of the Loan Documents, as hereby amended and modified, by the Bank against Borrower.
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5.
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The Security Agreement
shall continue to secure all sums owing to the Bank by the Borrower pursuant to the terms and conditions of the Note and the Loan Agreement, together with all interest thereon, in accordance with the terms and conditions of the Note and all other sums due and owing or to become due and owing pursuant to the terms and conditions of this Amendment, the Loan Agreement, the Security Agreement and the Note, as amended, including but not necessarily limited to any further or additional extensions or renewals thereof.
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6.
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Borrower and each Guarantor acknowledge that the principal balance outstanding and remaining unpaid on the Note as of the Effective Date hereof is $ Zero (0).
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7.
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Each Guarantor hereby acknowledges, ratifies and reaffirms each and every term, covenant, agreement, provision, and condition of their respective Guaranty and any collateral security documents securing such guaranty, including but not limited to the security agreement dated of even date with the Guaranty ("Collateral Security Documents"), and the Loan Documents, as amended, and hereby acknowledges and agrees that the Guaranty guarantees to the Bank the repayment of all sums due and owing to the Bank pursuant to the terms, conditions and covenants of the Note, as amended, and the performance of the terms and covenants of the balance of the Loan Documents, as amended. Each Guarantor hereby affirms and agrees that each such Guaranty is unconditional and unlimited and that such Guaranty along with the Collateral Security Documents related thereto are fully enforceable against such Guarantor. Each Guarantor hereby further affirms and agrees and that such Guarantor has no defense, right of offset, claim, cause of action or otherwise to preclude the absolute and immediate enforcement of the Guaranty and/or the Collateral Security Documents supporting such Guaranty by the Bank.
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8.
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On or before the execution hereof, Borrower shall pay to the Bank, the Bank's costs including its reasonable attorneys' fees, incurred in drafting this Amendment and related documents, if any.
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9.
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Except as herein specifically modified, amended or extended, all terms and conditions of the Loan Documents shall otherwise remain unchanged and in full force and effect.
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10.
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Notwithstanding anything to the contrary herein, this Amendment or any failure by the Bank to exercise any of its rights upon an event of default under the Loan Documents or the Guaranty or the Collateral Security Documents, whether prior to or subsequent to the effective date of this Amendment, shall not be deemed a waiver of the Bank's available remedies under the Loan Documents, the Guaranty, or the Collateral Security Documents
or any amendments thereof, or any other documents executed in conjunction therewith or incident thereto.
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11.
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All the terms of this Amendment shall be binding upon and inure to the benefit of and be enforceable by the successors and assigns of the parties hereto, to the extent assignment is permitted pursuant to the Loan Documents or the Guaranty.
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12.
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This Amendment is being executed in and is intended to be performed in the State of Minnesota and shall be construed and enforced in accordance with the laws of such state.
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13.
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This Amendment contains the entire agreement between the parties with respect to the covenants and promises contemplated herein and may be amended only in a writing signed by each of the parties hereto.
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BORROWER
:
WSI INDUSTRIES, INC.
, a Minnesota
corporation
By ______________________________
Its: ______________________________
GUARANTORS:
WSI INDUSTRIES, CO.
(formerly known
as
Taurus Numeric Tool, Inc.), a Minnesota
corporation
By ______________________________
Its: ______________________________
WSI ROCHESTER, INC.
, a Minnesota
Minnesota corporation
By ______________________________
Its: ______________________________
LENDER:
BMO HARRIS BANK N.A.,
successor by
merger to M&I Marshall & Ilsley Bank,
a national banking association
By ______________________________
Its: ______________________________
By ______________________________
Its: ______________________________
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