Exhibit 10(z)(6)
EXECUTION COPY
SIXTH AMENDMENT TO
AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT
This Sixth Amendment to Amended and Restated Revolving Credit Agreement (this
"Amendment") is entered into as of January 19, 2007 (the "Effective Date") by
and among (i) Richardson Electronics, Ltd., a Delaware corporation (the
"US-Borrower"), (ii) Burtek Systems Corp., a Nova Scotia ULC and successor by
amalgamation to Burtek Systems Inc., a Canadian corporation, Richardson
Electronics Canada, Ltd., a Canadian corporation (each a "Canada-Borrower", and
collectively, the "Canada-Borrowers"); (iii) Richardson Electronics Limited, an
English limited liability company (the "UK-Borrower"); (iv) RESA, SNC, a French
partnership, Richardson Electronique SNC, a French partnership, Richardson
Electronics Iberica, S.A., a Spanish corporation, Richardson Electronics GmbH, a
German limited liability company, Richardson Electronics Benelux B.V., a Dutch
private limited liability company (each a "Euro-Borrower" and collectively, the
"Euro-Borrowers"), and (v) Richardson Electronics KK, a company organized under
the laws of Japan (the "Japan-Borrower") (the US-Borrower, the Canada-Borrowers,
the UK-Borrower, the Euro-Borrowers and the Japan-Borrower are collectively
referred to as the "Borrowers"), the lenders party hereto (each, a "Lender" and
collectively, the "Lenders"), JP Morgan Bank, N.A., London Branch, as
Eurocurrency Agent (the "Eurocurrency Agent"), JPMorgan Chase Bank, N.A.,
Toronto Branch as Canada Agent (the "Canada Agent"), JPMorgan Chase Bank, N.A.,
through its International Banking Facility (IBF) Branch as Japan Agent (the
"Japan Agent") JPMorgan Chase Bank, N.A., successor by merger to Bank One, NA as
administrative agent (in such capacity, the "Administrative Agent") (the
Eurocurrency Agent, the Canada Agent, the Japan Agent and the Administrative
Agent are collectively referred to as the "Funding Agents" and each individually
a "Funding Agent").
RECITALS
WHEREAS, the Borrowers, the Lenders and the Funding Agents are parties to that
certain Amended and Restated Revolving Credit Agreement dated as of October 29,
2004 (as amended from time to time, the "Agreement");
WHEREAS, the Borrowers, the Lenders and the Funding Agents desire to, among
other things, amend the Credit Agreement in order to accommodate (i) the
establishment of certain global cash concentration and treasury management
arrangements among the Borrowers and their Affiliates, (ii) the addition of
Richardson Electronics Benelux B.V., a Dutch private limited liability company
as a US Borrower, (iii) the incurrence of certain Contingent Obligations for
funds transfers made over the Automated Clearinghouse and other means and
(iv) reduction of the Canada Facility in the Equivalent Amount of US$7,500,000
and increase to the US Facility by the equivalent amount;
NOW, THEREFORE, in consideration of the premises and mutual covenants contained
herein, the parties hereto agree as follows:
1. Defined Terms. Capitalized terms used herein but not defined herein shall
have the meanings ascribed thereto in the Agreement, as amended hereby.
2. Amendments.
(a) The following new definitions are hereby added to Section 1.1 in the
appropriate alphabetical order, as follows:
"Funds Transfer Obligations" mean Indebtedness owing to JPMorgan Chase Bank,
N.A. or is Affiliates for daylight exposure to (i) funds transfers made through
the Automated Clearinghouse denominated solely in GBP, and (ii) negative
intraday account balances