EXHIBIT 10.3


 


 


Loan No. RI0475S01  


 


STATUSED REVOLVING CREDIT SUPPLEMENT


THIS SUPPLEMENT to the Master Loan Agreement dated November
20, 2006, (the “MLA”), is entered into as of October 5, 2007, between FARM CREDIT SERVICES OF AMERICA, FLCA (“Farm Credit”) and ABE FAIRMONT, LLC,  Fairmont, Nebraska
(the “Company”).


SECTION 1. The Revolving Credit Facility. On the terms
and conditions set forth in the MLA and this Supplement, Farm Credit agrees to
make loans to the Company during the period set forth below in an aggregate
principal amount not to exceed $8,000,000.00 at any one time outstanding (the “Commitment”).
At no time, however, may the sum of: (i) all indebtedness hereunder and (ii)
all indebtedness, under the Statused Revolving Credit Supplement, between Farm
Credit and Advanced BioEnergy, LLC, as amended, and as formally assumed by the
Company, dated as of February 17, 2006, and numbered RI0340S01, exceed the “Borrowing
Base” {as calculated pursuant to the Borrowing Base Report attached hereto as
Exhibit A). Within the limits of the Commitment, the Company may borrow, repay
and reborrow.


SECTION 2. Purpose. The purpose of the
Commitment is to finance the inventory and receivables referred to in the
Borrowing Base Report.


SECTION 3. Term. The term of the Commitment shall be the date
hereof, up to and including June 1, 2008, or such later date as Agent may, in
its sole discretion, authorize in writing.


SECTION 4. Interest. The Company agrees to pay
interest on the unpaid balance of the loans in accordance with one or more of
the following interest rate options, as selected by the Company:


(A)      Agent Base Rate. At a rate per annum equal
at all times to the rate of interest established by Agent from time to time as
its “Agent Base Rate”, which Rate is intended by Agent to be a reference rate
and not its lowest rate. The Agent Base Rate will change on the date
established by Agent as the effective date of any change therein and Agent
agrees to notify the Company of any such change.


(B)      Quoted Rate. At a fixed rate per annum
to be quoted by Agent in its sole discretion in each instance.   Under this option, rates may be fixed on
such balances and for such periods, as may be agreeable to Agent in its sole
discretion in each instance, provided that:  
(1) the minimum fixed period shall be 30 days; (2) amounts may be fixed
in increments of $100,000.00 or multiples thereof; and (3) the maximum number
of fixes in place at any one time shall be five.


(C)      LIBOR. At a fixed rate per annum equal to “LIBOR”
(as hereinafter defined) plus 3.10%. 
Under this option:  (1) rates may
be fixed for “Interest Periods” (as hereinafter defined) one month; (2) amounts
may be fixed in increments of $100,000.00 or multiples thereof; (3) the maximum
number of fixes in place at any one time shall be five; and (4) rates may only
be fixed on a “Banking Day” (as hereinafter defined) on 3 Banking Days’ prior
written notice. For purposes hereof: (a) “LIBOR” shall mean the rate (rounded
upward to the nearest sixteenth and adjusted for reserves required on “Eurocurrency
Liabilities” (as hereinafter defined) for banks subject to “FRB Regulation D”
(as herein defined) or required by any other federal law or regulation) quoted
by the British Bankers Association (the “BBA”) at 11:00 a.m. London time 2 Banking
Days before the commencement of the Interest Period for the offering of U.S.
dollar deposits in the London interbank market for the Interest Period
designated


 

















 


Statused
Revolving Credit Supplement RI0475S01


ABE
Fairmont, LLC 

Fairmont, Nebraska


 


by
the Company, as published by Bloomberg or another major information vendor
listed on BBA’s official website; (b) “Banking Day” shall mean a day on which
Agent is open for business, dealings in U.S. dollar deposits are being carried
out in the London interbank market, and banks are open for business in New York
City and London, England; (c) “Interest Period” shall mean a period commencing
on the date this option is to take effect and ending on the numerically
corresponding day in the next calendar month; provided, however, that: (i) in
the event such ending day is not a Banking Day, such period shall be extended
to the next Banking Day unless such next Banking Day falls in the next calendar
month, in which case it shall end on the preceding Banking Day; and (ii) if
there is no numerically corresponding day in the month, then such period shall
end on the last Banking Day in the relevant month; (d) “Eurocurrency
Liabilities” shall have meaning as set forth in “FRB Regulation D”; and (e) “FRB
Regulation D” shall mean Regulation D as promulgated by the Board of Governors
of the Federal Reserve System, 12 CFR Part 204, as amended.


The
Company shall select the applicable rate option at the time it requests a loan
hereunder and may, subject to the limitations set forth above, elect to convert
balances bearing interest at the variable rate option to one of the fixed rate
options. Upon the expiration of any fixed rate period, interest shall
automatically accrue at the variable rate option unless the amount fixed is repaid
or fixed for an additional period in accordance with the terms hereof.
Notwithstanding the foregoing, rates may not be fixed for periods expiring
after the maturity date of the loans. All elections provided for herein shall
be made electronically (if applicable), telephonically or in writing and must
be received by Agent not later than 12:00 Noon Company’s local time in order to
be considered to have been received on that day; provided, however, that in the
case of LIBOR rate loans, all such elections must be confirmed in writing upon
Agent’s request. Interest shall be calculated on the actual number of days each
loan is outstanding on  the basis of a
year consisting of 360 days and shall be payable monthly in arrears by the 20th
day of the following month or on such other day in such month as Agent shall
require in a written notice to the Company; provided, however, in the event the
Company elects to fix all or a portion of the indebtedness outstanding under
the LIBOR interest rate option above, at Agent’s option upon written notice to
the Company, interest shall be payable at the maturity of the Interest Period
and if the LIBOR interest rate fix is for a period longer than 3 months,
interest on that portion of the indebtedness outstanding shall be payable
quarterly in arrears on each three-month anniversary of the commencement date
of such Interest Period, and at maturity.


SECTION 5.  Promissory Note. The Company promises to repay the unpaid
principal balance of the loans on the last day of the term of the Commitment.
In addition to the above, the Company promises to pay interest on the unpaid
principal balance of the loans at the times and in accordance with the
provisions set forth in Section 4 hereof.


SECTION 6. Borrowing Base Reports, Etc. The Company agrees to
furnish a Borrowing Base Report to Agent at such times or intervals as Agent
may from time to time request. Until receipt of such a request, the Company
agrees to furnish a Borrowing Base Report to Agent within 30 days after each
month end calculating the Borrowing Base as of the last day of the month for
which the Report is being furnished. However, if neither this Supplement nor
Statused Revolving Credit Supplement RI0340S01, as amended, has an outstanding
balance on the last day of such month, then no Report need be furnished.
Regardless of the frequency of the reporting, if at any time the amount
outstanding under the Commitment (combined with the amount outstanding under
Statused Revolving Credit Supplement RI0340S01, as amended, as provided in
Section 1) exceeds the Borrowing Base, the Company shall immediately notify
Agent and repay so much of the loans as is necessary to reduce the amount
outstanding under the Commitment to the limits of the Borrowing Base.


 


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SECTION 7. Letters of Credit. If agreeable to Agent in
its sole discretion in each instance, in addition to loans, the Company may
utilize the Commitment to open irrevocable letters of credit for its account.
Each letter of credit will be issued within a reasonable period of time after
receipt of a duly completed and executed copy of Agent’s then current form of
application or, if applicable, in accordance with the terms of any CoTrade
Agreement between the parties, and shall reduce the amount available under the
Commitment by the maximum amount capable of being drawn thereunder. Any draw
under any letter of credit issued hereunder shall be deemed an advance under
the Commitment.  Each letter of credit
must be in form and content acceptable to Agent and must expire no later than
the maturity date of the loans. Notwithstanding the foregoing or any other
provision hereof, the maximum amount capable of being drawn under each letter
of credit must be statused against the Borrowing Base in the same manner as if
it were a loan, and in the event that (after repaying all loans) the maximum
amount capable of being drawn under the letters of credit exceeds the Borrowing
Base, then the Company shall immediately notify Agent and pay to Agent (to be held
as cash collateral) an amount equal to such excess.


SECTION 8. Commitment Fee. In consideration of the
Commitment, the Company agrees to pay to Agent a commitment fee on the average
daily unused portion of the Commitment at the rate of 3/8 of 1% per annum
(calculated on a 360 day basis), payable monthly in arrears by the 20th day
following each month. Such fee shall be payable for each month (or portion
thereof) occurring during the original or any extended term of the Commitment.
For purposes of calculating the commitment fee only, the “Commitment” shall
mean the dollar amount specified in Section 1 hereof, irrespective of the
Borrowing Base.


SECTION 9. Loan Origination Fee. In consideration of the
Commitment, the Company agrees to pay to Agent on the execution hereof a loan
origination fee in the amount of $20,000.00.


IN WITNESS WHEREOF, the parties have caused
this Supplement to be executed by their duly authorized officers as of the date
shown above.


 


	
  FARM CREDIT SERVICES

  	
  ABE FAIRMONT, LLC

  
	
  OF AMERICA, FLCA

  	
  By ADVANCED BIOENERGY, LLC,

  
	
   

  	
  its sole member

  
	
   

  	
   

  
	
  By:

  	
   

  	
   

  	
  By:

  	
   

  
	
   

  	
   

  
	
  Title:

  	
   

  	
   

  	
  Title:

  	
   

  



 


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