Exhibit 10.3


 


Loan No. RI0910T01


 


REVOLVING TERM LOAN SUPPLEMENT


 


THIS SUPPLEMENT to the Master Loan Agreement dated July 21,
2010 (the “MLA”), is entered into as of July 21, 2010 between FARM CREDIT SERVICES OF AMERICA, FLCA (“Lead Lender”) and GOLDEN GRAIN ENERGY, LLC, Mason City, Iowa (the “Company”).


 


SECTION 1.         The Revolving Term Loan Commitment. On the terms and
conditions set forth in the MLA and this Supplement, Lead Lender agrees to make
loans to the Company from the date hereof, up to and including February 1,
2016, in an aggregate principal amount not to exceed, at any one time
outstanding, $25,000,000.00 less the amounts scheduled to be repaid during the
period set forth below in Section 5 (the “Commitment”). Within the limits
of the Commitment, the Company may borrow, repay, and reborrow.


 


The
Company may, in its sole discretion, elect to permanently reduce the amount of
the Commitment by giving Agent (as that term is defined in the MLA) ten (10) days
prior written notice. Said election shall be made only if the Company is not in
default at the time of the election and will remain in compliance with all
financial covenants after such reduction. Any such reduction shall be treated
as an early, voluntary reduction of the Commitment amount and shall not delay
or reduce the amount of any scheduled Commitment reduction under Section 5
hereof (which reductions shall continue in the increments and on the dates
determined in accordance with Section 5), but rather shall result in an
earlier expiration of the Commitment and final maturity of the loans.


 


SECTION 2.         Purpose. The purpose of
the Commitment is to provide working capital to the Company and refinance
existing term debt with Home Federal Savings Bank.


 


SECTION 3.         Term. Intentionally
Omitted.


 


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


 


(A)          One-Month LIBOR Index Rate. At a rate (rounded upward to the
nearest 1/100th and adjusted for reserves required on “Eurocurrency Liabilities”
[as hereinafter defined] for banks subject to “FRB Regulation D” [as
hereinafter defined] or required by any other federal law or regulation) per
annum equal at all times to 3.15% above the rate quoted by the British Bankers
Association (the “BBA”) at 11:00 a.m. London time for the offering of one
(1)-month U.S. dollars deposits, as published by Bloomberg or another major
information vendor listed on BBA’s official website on the first “U.S. Banking
Day” (as hereinafter defined) in each week, with such rate to change weekly on
such day. The rate shall be reset automatically, without the necessity of
notice being provided to the Company or any other party, on the first “U.S.
Banking Day” of each succeeding week, and each change in the rate shall be
applicable to all balances 


 

















 


subject to this option. Information about the then-current rate shall
be made available upon telephonic request. For purposes hereof: (1) “U.S.
Banking Day” shall mean a day on which Agent (as that term is defined in the
MLA) is open for business and banks are open for business in New York, New
York; (2) “Eurocurrency Liabilities” shall have the meaning as set forth
in “FRB Regulation D”; and (3) “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.


 


(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 $500,000.00 or
multiples thereof; and (3) the maximum number of fixes in place at any one
time shall be ten.


 


(C)          LIBOR. At a fixed
rate per annum equal to “LIBOR” (as hereinafter defined) plus 3.15%. Under this
option: (1) rates may be fixed for “Interest Periods” (as hereinafter
defined) of 1, 2, 3, 6, 9, or 12 months as selected by the Company; (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 ten; and (4) rates
may only be fixed on a “Banking Day” (as hereinafter defined) on three 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 two 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 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 or the month that is 2, 3, 6, 9,
or 12 months thereafter, as the case may be; 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 


 


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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 in such a manner as to cause the Company to have to break any
fixed rate balance in order to pay any installment of principal. 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
three 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 on the dates
set forth below, the outstanding principal, if any, that is in excess of the
listed amounts:


 




	
  Payment Date

  	
   

  	
  Reducing Commitment Amount

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  August 1, 2011

  	
   

  	
  $

  	
  22,500,000.00

  	
   

  
	
  February 1, 2012

  	
   

  	
  $

  	
  20,000,000.00

  	
   

  
	
  August 1, 2012

  	
   

  	
  $

  	
  17,500,000.00

  	
   

  
	
  February 1, 2013

  	
   

  	
  $

  	
  15,000,000.00

  	
   

  
	
  August 1, 2013

  	
   

  	
  $

  	
  12,500,000.00

  	
   

  
	
  February 1, 2014

  	
   

  	
  $

  	
  10,000,000.00

  	
   

  
	
  August 1, 2014

  	
   

  	
  $

  	
  7,500,000.00

  	
   

  
	
  February 1, 2015

  	
   

  	
  $

  	
  5,000,000.00

  	
   

  
	
  August 1, 2015

  	
   

  	
  $

  	
  2,500,000.00

  	
   

  






 


followed
by a final installment in an amount equal to the remaining unpaid principal
balance of the loans on February 1, 2016. If any installment due date is
not a day on which Agent is open for business, then such payment shall be made
on the next day on which Agent is open for business. In addition to the above,
the Company promises to pay interest on the unpaid principal balance hereof at
the times and in accordance with the provisions set forth in Section 4
hereof.


 


SECTION 6.         Security. The Company’s obligations hereunder and, to the
extent related hereto, the MLA, shall be secured as provided in the Security Section of



 


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the
MLA, including without limitation as a future advance under any existing
mortgage or deed of trust.


 


SECTION 7.         Commitment Fee. In consideration of the Commitment, the
Company agrees to pay to Lead Lender a commitment fee on the average daily
unused portion of the Commitment at the rate of 0.60% 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.


 


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 OF AMERICA, FLCA

  	
   

  	
  GOLDEN
  GRAIN ENERGY, LLC

  
	
   

  	
   

  	
   

  
	
  By:

  	
   

  	
  /s/ Kathryn J. Frahm

  	
   

  	
  By:

  	
   

  	
  /s/ Christy Marchand

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Title:

  	
  VP Credit

  	
   

  	
  Title:

  	
  CFO

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  NT

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  7-23-10

  



 


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