Exhibit 10.2
AMENDMENT NO. 1
TO
AMENDED AND RESTATED CREDIT AGREEMENT
AMENDMENT NO. 1, dated as of January 14, 2010 (this "Amendment"), to the Amended
and Restated Credit Agreement, dated as of September 23, 2009 (as amended,
restated, amended and restated, supplemented or otherwise modified from time to
time, the "Credit Agreement"; capitalized terms used but not otherwise defined
herein shall have the respective meanings ascribed to such terms in the Credit
Agreement), by and among DURATEK, INC., a Delaware corporation ("Duratek"), the
other Loan Parties from time to time signatory thereto, CITICORP NORTH AMERICA,
INC., as administrative agent (in such capacity, the "Administrative Agent") and
the other Agents and Lenders from time to time party thereto.
WHEREAS, Duratek has requested that the Lenders and the Administrative Agent
agree to amend the Credit Agreement to effect the changes described below; and
WHEREAS, Section 11.12 of the Credit Agreement permits the Credit Agreement to
be amended from time to time.
NOW, THEREFORE, in consideration of the premises and covenants contained herein
and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereto, intending to be legally bound
hereby, agree as follows:
1.
AMENDMENTS
The Credit Agreement is hereby amended, as of the First Amendment Effective Date
(as defined below), as follows:
(A)
THE FOLLOWING DEFINITIONS ARE ADDED TO
SECTION 1.1 OF THE CREDIT AGREEMENT IN ALPHABETICAL ORDER:
"EnergySolutions Amendment No. 1" shall mean the certain amendment to the
EnergySolutions Credit Agreement dated as of January 14, 2010.
"OID" shall mean any discount to a loan or a commitment for a revolving or
letter of credit facility made applicable upon the issuance thereof.
"Zion Incremental Facility" shall mean the incremental facility established
pursuant to Section 2.15(a)(iv) of the EnergySolutions Credit Agreement.
"Reclamation L/C Facility Commitments" shall mean the commitments established
pursuant to Section 2.15(a)(iii) of the EnergySolutions Credit Agreement.
(B)
THE DEFINITION OF "FIRST LIEN LEVERAGE
RATIO" IN SECTION 1.1 OF THE CREDIT AGREEMENT IS HEREBY AMENDED BY REPLACING THE
WORD "INDEBTEDNESS" WITH THE PHRASE "INDEBTEDNESS FOR MONEY BORROWED".
(C)
THE DEFINITION OF "INDEBTEDNESS FOR MONEY
BORROWED" IN SECTION 1.1 OF THE CREDIT AGREEMENT SHALL BE AMENDED BY ADDING THE
FOLLOWING IMMEDIATELY BEFORE THE PERIOD AT THE END OF THE FIRST SENTENCE
THEREOF: "; PROVIDED FURTHER THAT TO THE EXTENT THAT (I) THE LENDERS UNDER ANY
ZION CREDIT SUPPORT OBLIGATION, ZION INCREMENTAL FACILITY OR RECLAMATION L/C
FACILITY COMMITMENTS SHALL FUND THE AMOUNT OF THEIR COMMITMENTS THEREFOR PRIOR
TO THE USE THEREOF FOR THE PURPOSES SET FORTH IN CLAUSE (III) OF THIS DEFINITION
(THE "PRE-FUNDED AMOUNTS"), (II) WITHOUT LIMITING THE USES OF THE PRE-FUNDED
AMOUNTS SET FORTH IN CLAUSE (III) BELOW, THE PRE-FUNDED AMOUNTS MAY NOT BE
ACCESSED BY ANY LOAN PARTY OR ANY OF ITS AFFILIATES AND MAY ONLY BE ACCESSED BY
THE ADMINISTRATIVE AGENT OR RELEVANT ISSUER OF THE LETTERS OF CREDIT,
PERFORMANCE OR FIDELITY BONDS OR SIMILAR OBLIGATIONS ISSUED PURSUANT THERETO AND
(III) THE PRE-FUNDED AMOUNTS MAY SOLELY BE USED TO