Amendment, all as of the day and year first
written above.
BORROWER:
BEL FUSE INC., a New Jersey corporation
By:
Colin Dunn
Vice President
GUARANTORS:
BEL VENTURES INC., a Delaware corporation
BEL POWER INC., a Massachusetts corporation
BEL TRANSFORMER INC., a Delaware corporation
BEL CONNECTOR INC., a Delaware corporation
CINCH CONNECTORS, INC., a Delaware
corporation
AS TO EACH OF THE FOREGOING:
By:
Colin Dunn
Vice President of each of the above-referenced corporations
LENDER:
BANK OF AMERICA, N.A.
By:
David J. Bardwil
Senior Vice President
[THIRD AMENDMENT TO CREDIT AND
GUARANTY AGREEMENT]
6
EXHIBIT "A"
ATTACHED TO AND MADE A PART OF THAT CERTAIN THIRD AMENDMENT TO CREDIT AND
GUARANTY AGREEMENT EXECUTED BY AND AMONG BEL FUSE INC., BEL VENTURES INC., BEL
POWER INC., BEL TRANSFORMER INC., BEL CONNECTOR INC., CINCH CONNECTORS, INC.,
AND BANK OF AMERICA, NATIONAL ASSOCIATION
DATED AS OF JANUARY 29, 2010
List of Subsidiaries
Name
Jurisdiction of
Formation
Equity Securities Owner(s)
Bel Connector Inc.
Delaware
Bel Fuse Inc.
Bel Fuse Delaware, Inc.
Delaware
Bel Fuse Inc.
Bel Power Inc.
Massachusetts
Bel Fuse Inc.
Bel Transformer Inc.
Delaware
Bel Fuse Inc.
Bel Ventures Inc.
Delaware
Bel Fuse Inc.
Cinch Connectors, Inc.
Delaware
Bel Fuse Inc.
Bel Fuse Europe Ltd.
United Kingdom
Bel Fuse Inc.
Cinch Connectors Ltd.
United Kingdom
Cinch Connectors, Inc.
Bel Fuse Limited
Hong Kong
Bel Fuse Inc. (3,305,580 shares)
Daniel Bernstein (1 share)
Bel Fuse (MCO) LTD.
Macau
Bel Fuse Inc.
Bel Stewart GmbH
Germany
Bel Fuse Inc.
Bel Components Ltd.
Hong Kong
Bel Fuse Limited
Bel Fuse Limited
Bel Delaware LLC
Delaware
Bel Fuse Macau LDA
Macau
Bel Fuse Limited
Bel Sales (Hong Kong) Ltd.
Hong Kong
Bel Fuse Limited
Top East Corporation Ltd.
Hong Kong
Bel Fuse Limited
Stewart Connector Systems
de Mexico, S.A. de C.V.
Mexico
Bel Connector Inc. (490 shares)
Transformer One LLC (10 shares)
Cinch Connectors de
Mexico, S.A. de C.V.
Mexico
Cinch Connectors, Inc.
Signal Dominicana, S.R.L.
Dominican Republic
Bel Transformer Inc. (99 shares)
Transformer One LLC (1 share)
Bel Stewart s.r.o.
Czech Republic
Bel Stewart GmbH
Bel Power (Hangzhou)
PRC
Bel Fuse Macau LDA
[THIRD AMENDMENT TO CREDIT AND
GUARANTY AGREEMENT]
7
GUARANTY SUPPLEMENT NO. I
THIS GUARANTY SUPPLEMENT NO. 1, dated as of January 29, 2010, supplements,
amends, and modifies that certain (i) the Credit and Guaranty Agreement, dated
February 12, 2007, executed by and among BEL FUSE INC. (the "Borrower"), the
Subsidiary Guarantors party thereto, and BANK OF AMERICA, N.A. (the "Lender")(as
it may have been subsequently amended, supplemented or otherwise modified from
time to time, the "Credit Agreement"). Capitalized terms used herein and not
defined herein shall have the meanings assigned to such terms in the Credit
Agreement.
The Lender has agreed to make the Loans to the Borrower pursuant to, and upon
the terms and subject to the conditions specified in, the Credit Agreement. The
Subsidiary Guarantors have entered into the Credit Agreement in order to induce
the Lender to make the Loans. Pursuant to Section 6.9 of the Credit Agreement,
each