America, N.A.
8.000000000
%
$
30,000,000.00
Bank of Montreal
8.000000000
%
$
30,000,000.00
Rabobank Nederland
8.000000000
%
$
30,000,000.00
U.S. Bank National Association
8.000000000
%
$
30,000,000.00
Wells Fargo Bank, National Association
8.000000000
%
$
30,000,000.00
UMB Bank, N.A.
3.200000000
%
$
12,000,000.00
American AgCredit, PCA
1.600000000
%
$
6,000,000.00
TOTAL:
100.000000000
%
$
375,000,000.00
97
Exhibit 1B to
Amended and Restated
Credit Agreement
Formula for Borrowing Base Certificate
1.
Borrowing Base. The "Borrowing Base" as
of any date of determination shall be:
(A)
100% OF THE AVAILABLE FUNDS ON DEPOSIT IN
COLLATERAL ACCOUNTS THAT ARE ELIGIBLE FOR INCLUSION IN THE BORROWING BASE
ACCORDING TO SECTION 4.07 OF THE SECURITY AGREEMENT, PLUS
(B)
100% OF THE NET EQUITY IN MARGIN ACCOUNTS
PROPERLY ASSIGNED TO THE AGENT, PLUS
(C)
90% OF THE AMOUNT OF ELIGIBLE ACCOUNTS,
PLUS
(D)
70% OF THE VALUE OF ELIGIBLE INVENTORY
VALUED AT THE LOWER OF COST OR MARKET VALUE IN ACCORDANCE WITH GAAP, PLUS
(E)
UNLESS AN EVENT OF THE TYPE DESCRIBED IN
ONE OR MORE OF CLAUSES (I) THROUGH (N) OF THE DEFINITION OF MATURED DEFAULT
SHALL HAVE OCCURRED, AND SUCH DEFAULT SHALL BE CONTINUING, WITH RESPECT TO KC
STEAK, THE LESSER OF (I) 100% OF THE PRINCIPAL AMOUNT OUTSTANDING UNDER THE
AMENDED AND RESTATED PROMISSORY NOTE FROM KC STEAK DATED MAY 30, 2006, PAYABLE
TO THE BORROWER IN THE FACE AMOUNT OF $16,000,000 OR (II) THE SUM OF (A) 90% OF
THE ELIGIBLE KC STEAK ACCOUNTS AND (B) 70% OF THE ELIGIBLE KC STEAK INVENTORY,
PLUS
(F)
100% OF PRODUCER PAYABLES OWED BY THE
BORROWER AND KC STEAK, MINUS
(G)
100% OF THE AMOUNTS OF ALL UNCLEARED CHECKS
OR DRAFTS ISSUED BY BORROWER AND KC STEAK AND RELATED TO PRODUCER PAYABLES OWED
BY SUCH PERSON, MINUS
(H)
THE INSURANCE RESERVE.
2.
DEFINITIONS. CAPITALIZED TERMS USED
HEREIN THAT ARE DEFINED IN THE CREDIT AGREEMENT ARE USED HEREIN WITH THE
RESPECTIVE MEANINGS ATTRIBUTED THERETO IN THE CREDIT AGREEMENT. IN ADDITION, FOR
THE PURPOSES OF THIS EXHIBIT 1B AND FOR DETERMINING THE BORROWING BASE, THE
FOLLOWING TERMS SHALL HAVE THE FOLLOWING RESPECTIVE MEANINGS; PROVIDED, HOWEVER,
THAT IN THE CASE OF CONFLICT, THE DEFINITIONS CONTAINED IN THE CREDIT AGREEMENT
SHALL PREVAIL:
"Eligible KC Steak Accounts" means accounts of KC Steak which the Agent
determines in the exercise of the Agent's reasonable discretion, are eligible
for inclusion in the Borrowing Base at any particular time. Without limiting the
Agent's right to determine that accounts of KC Steak do not constitute Eligible
KC Steak Accounts, but without duplication, the following accounts shall not be
Eligible KC Steak Accounts: (a) all accounts which are at that time unpaid for a
period exceeding ninety (90) days after the original invoice date of the
original invoice related thereto, except for Accounts which are covered by a
letter of credit; (b) all accounts owing by an account debtor if more than ten
percent (10%) of the accounts owing by such account debtor are at that time
unpaid for a period exceeding ninety (90)