EXHIBIT 4.2(f)
FOURTH AMENDMENT TO CREDIT AGREEMENT
FOURTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated
as of December 19, 2003, among AMERISTAR CASINOS, INC., a Nevada corporation
(the "Borrower"), the various lenders party to the Credit Agreement referred to
below (the "Lenders") and DEUTSCHE BANK TRUST COMPANY AMERICAS (f/k/a Bankers
Trust Company), as Administrative Agent (all capitalized terms used herein and
not otherwise defined herein shall have the respective meanings provided such
terms in the Credit Agreement as defined below).
W I T N E S S E T H:
WHEREAS, the Borrower, the Lenders, the Administrative Agent
and the other agents party thereto are party to a Credit Agreement, dated as of
December 20, 2000, as subsequently amended, modified or supplemented to by the
First Amendment thereto dated as of January 30, 2001, the Second Amendment
thereto dated as of May 31, 2002 and the Third Amendment thereto dated as of
November 22, 2002 (the "Credit Agreement");
WHEREAS, the Borrower has requested that the Lenders agree to
certain amendments to the Credit Agreement; and
WHEREAS, the Borrower and the Lenders wish to amend the Credit
Agreement as provided herein;
NOW, THEREFORE, it is agreed:
1. Section 9.07(a) of the Credit Agreement is hereby
amended by inserting the following text immediately before the period appearing
at the end of said Section:
", provided, however, that for the fiscal year of the Borrower
ending December 31, 2003, the percentage set forth in this clause (ii) shall be
9.5%".
2. The Borrower hereby represents and warrants that (i)
no Default or Event of Default exists as of the Fourth Amendment Effective Date
(as defined below) both before and after giving effect to this Amendment and
(ii) on the Fourth Amendment Effective Date, both before and after giving effect
to this Amendment, all representations and warranties (other than those
representations made as of a specified date) contained in the Credit Agreement
and in the other Credit Documents are true and correct in all material respects.
3. This Amendment shall become effective on the date
(the "Fourth Amendment Effective Date") when the Required Lenders and the
Borrower, shall have signed a counterpart hereof (whether the same or different
counterparts) and shall have delivered (including by way of facsimile
transmission) the same to the Administrative Agent at White & Case LLP, 0000
Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, XX 00000, Attention: May Xxx-Xxxxxxx
(facsimile number 212-354-8113).
4. This Amendment is limited as specified and shall not
constitute a modification, acceptance or waiver of any other provision of the
Credit Agreement or any other Credit Document.
5. This Amendment may be executed in any number of
counterparts and by the different parties hereto on separate counterparts, each
of which counterparts when executed and delivered shall be an original, but all
of which shall together constitute one and the same instrument. A complete set
of counterparts shall be lodged with the Borrower and the Administrative Agent.
6. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE
PARTIES HEREUNDER SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS
OF THE STATE OF NEW YORK.
* * *
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IN WITNESS WHEREOF, the parties hereto have caused their duly
authorized officers to execute and deliver this Amendment as of the date first
above written.
AMERISTAR CASINOS, INC.
By: /s/ Xxxxx X. Xxxxx
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Title: Senior Vice President and General
Counsel
DEUTSCHE BANK TRUST COMPANY
AMERICAS (f/k/a Bankers Trust Company),
Individually and as Administrative Agent
By: /s/ Xxxxxxx X. Xxxxxx
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Title: Director
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SIGNATURE PAGE TO THE FOURTH AMENDMENT DATED
AS OF DECEMBER __, 2003, TO THE CREDIT
AGREEMENT DATED AS OF DECEMBER 20, 2000,
AMONG AMERISTAR CASINOS, INC., A NEVADA
CORPORATION, THE VARIOUS LENDERS PARTY TO
THE CREDIT AGREEMENT REFERRED TO ABOVE,
XXXXX FARGO BANK, N.A., AS CO-ARRANGER AND
SYNDICATION AGENT, BEAR XXXXXXX CORPORATE
LENDING INC., AS DOCUMENTATION AGENT,
DEUTSCHE BANK SECURITIES INC., AS LEAD
ARRANGER AND SOLE BOOK MANAGER AND DEUTSCHE
BANK TRUST COMPANY AMERICAS (F.K.A BANKERS
TRUST COMPANY), AS ADMINISTRATIVE AGENT
LANDMARK CDO, LTD.
By: Aladdin Asset Management LLC
as Manager
By: /s/ Xxxx Xxx
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Title: Authorized Signatory
AMMC CDO I, LIMITED
By: American Money Management Corp.,
as Collateral Manager
By: /s/ Xxxxx X. Xxxxx
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Title: Vice President
AMMC CDO II, LIMITED
By: American Money Management Corp.,
as Collateral Manager
By: /s/ Xxxxx X. Xxxxx
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Title: Vice President
MAPLEWOOD (CAYMAN) LIMITED
By: Xxxxx X. Xxxxxx & Company Inc., as
under delegate authority from
Massachusetts Mutual Life Insurance
Company as Investment Manager
By: /s/ Xxxx X. Xxxxxxxxx
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Title: Managing Director
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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
By: Xxxxx X. Xxxxxx & Company Inc.,
as Investment Manager
By: /s/ Xxxx X. Xxxxxxxxx
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Title: Managing Director
SEABOARD CLO 2000 LTD.
By: Xxxxx X. Xxxxxx & Company Inc.,
as Collateral Manager
By: /s/ Xxxx X. Xxxxxxxxx
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Title: Managing Director
SIMSBURY CLO, LIMITED
By: Xxxxx X. Xxxxxx & Company Inc.,
under delegate authority from
Massachusetts Mutual Life Insurance
Company as Collateral Manager
By: /s/ Xxxx X. Xxxxxxxxx
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Title: Managing Director
XXXX & XXXXXXX XXXXX FOUNDATION
By: Xxxxx X. Xxxxxx & Company Inc.,
as Collateral Manager
By: /s/ Xxxx X. Xxxxxxxxx
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Title: Managing Director
SUFFIELD CLO, LIMITED
By: Xxxxx X. Xxxxxx & Company Inc.,
as Collateral Manager
By: /s/ Xxxx X. Xxxxxxxxx
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Title: Managing Director
BANK OF SCOTLAND
By: /s/ Xxxxxx Xxxxxx
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Title: First Vice President
BEAR XXXXXXX CORPORATE LENDING
By: /s/ Xxxxxx Xxxxxxxxxxxx
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Title: Authorized Signatory
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MAGNETITE ASSET INVESTORS, LLC
By: /s/ X. Xxxxxxxx
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Title: Managing Director
MAGNETITE ASSET INVESTORS III, LLC
By: /s/ X. Xxxxxxxx
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Title: Managing Director
MAGNETITE IV CLO, LLC
By: /s/ X. Xxxxxxxx
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Title: Managing Director
SENIOR LOAN FUND
By: /s/ X. Xxxxxxxx
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Title: Managing Director
CARLYLE HIGH YIELD PARTNERS, LTD.
By: /s/ Xxxx Xxxxx
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Title: Managing Director
CARLYLE HIGH YIELD PARTNERS II, LTD.
By: /s/ Xxxx Xxxxx
----------------------------------------
Title: Managing Director
CARLYLE HIGH YIELD PARTNERS III, LTD.
By: /s/ Xxxx Xxxxx
----------------------------------------
Title: Managing Director
CARLYLE HIGH YIELD PARTNERS IV, LTD.
By: /s/ Xxxx Xxxxx
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Title: Managing Director
SIERRA CLO I
By: /s/ Xxxx X. Xxxxxxxxx
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Title: Chief Operating Officer
Centre Pacific LLC, Manager
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THE TRAVELERS INSURANCE COMPANY
By: /s/ Xxxxxxx X.XxXxxxxx
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Title: Investment Officer
CITIGROUP INSURANCE AND INVESTMENT TRUST
By: Travelers Asset Management
International Company, LLC
By: /s/ Xxxxxxx X.XxXxxxxx
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Title: Investment Officer
COLUMBIA ADVISOR FLOATING RATE
ADVANTAGE FUND
By: Columbia Management Advisors, Inc.
as Advisor
By: /s/ Xxxxxxxx X. Xxxx
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Title: Senior Vice President
COLUMBIA FLOATING RATE LIMITED
LIABILITY COMPANY
(f/k/a Xxxxx Xxx Floating Rate Limited
Liability Company)
By: Columbia Management Advisors, Inc.
as Advisor
By: /s/ Xxxxxxxx X. Xxxx
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Title: Senior Vice President
XXXXX XXXXX SENIOR INCOME TRUST
By: Xxxxx Xxxxx Management
as Investment Advisor
By: /s/ Xxxxxxx X. Xxxxxxx
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Title: Vice President
XXXXX XXXXX INSTITUTIONAL SENIOR LOAN FUND
By: Xxxxx Xxxxx Management
as Investment Advisor
By: /s/ Xxxxxxx X. Xxxxxxx
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Title: Vice President
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OXFORD STRATEGIC INCOME FUND
By: Xxxxx Xxxxx Management
as Investment Advisor
By: /s/ Xxxxxxx X. Xxxxxxx
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Title: Vice President
XXXXX XXXXX CDO III, LTD.
By: Xxxxx Xxxxx Management
as Investment Advisor
By: /s/ Xxxxxxx X. Xxxxxxx
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Title: Vice President
XXXXX XXXXX CDO IV, LTD.
By: Xxxxx Xxxxx Management
as Investment Advisor
By: /s/ Xxxxxxx X. Xxxxxxx
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Title: Vice President
COSTANTINUS XXXXX XXXXX CDO V, LTD.
By: Xxxxx Xxxxx Management
as Investment Advisor
By: /s/ Xxxxxxx X. Xxxxxxx
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Title: Vice President
XXXXXXX & CO.
By: Boston Management and research
as Investment Advisor
By: /s/ Xxxxxxx X. Xxxxxxx
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Title: Vice President
BIG SKY SENIOR LOAN FUND, LTD.
By: Xxxxx Xxxxx Management
as Investment Advisor
By: /s/ Xxxxxxx X. Xxxxxxx
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Title: Vice President
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XXXXX XXXXX
VT FLOATING-RATE INCOME FUND
By: Xxxxx Xxxxx Management
as Investment Advisor
By: /s/ Xxxxxxx X. Xxxxxxx
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Title: Vice President
XXXXX XXXXX
LIMITED DURATION INCOME FUND
By: Xxxxx Xxxxx Management
as Investment Advisor
By: /s/ Xxxxxxx X. Xxxxxxx
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Title: Vice President
BALLYROCK CLO II LIMITED
By: Ballyrock Investment advisors LLC
as Collateral Manager
By: /s/ Xxxx Xxxxx
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Title: Assistant Treasurer
FIDELITY ADVISOR SERIES II:
FIDELITY ADVISOR FLOATING RATE
HIGH INCOME FUND
By: /s/ Xxxx X. Xxxxxxxx
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Title: Assistant Treasurer
FRANKLIN CLO II, LIMITED
By: /s/ Xxxxxxx X'Xxxxxxx
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Title: Vice President
FRANKLIN FLOATING RATE TRUST
By: /s/ Xxxxxxx X'Xxxxxxx
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Title: Assistant Vice President
HIBERNIA NATIONAL BANK
By: /s/ Xxxxx Xxxxxx
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Title: Vice President
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HIGHLAND LOAN FUNDING V, LTD.
By: Highland Capital Management, L.P.
as Collateral Manager
By: /s/ Xxxx Xxxxx
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Title: Chief Investment Officer
ELT FUNDING TRUST I
By: Highland Capital Management, L.P.
as Collateral Manager
By: /s/ Xxxx Xxxxx
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Title: Chief Investment Officer
RESORATION FUNDING CLO, LTD.
By: Highland Capital Management, L.P.
as Collateral Manager
By: /s/ Xxxx Xxxxx
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Title: Chief Investment Officer
HIGHLAND OFFSHORE PARTNERS, L.P.
By: Highland Capital Management, L.P.
as General Manager
By: /s/ Xxxx Xxxxx
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Title: Chief Investment Officer
HCM US LOANS MAC 43, LTD.
By: Highland Capital Management, L.P.
as attorney-in-Fact
By: /s/ Xxxx Xxxxx
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Title: Chief Investment Officer
LOAN FUNDING IV, LLC
By: Highland Capital Management, L.P.
as Portfolio Manager
By: /s/ Xxxx Xxxxx
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Title: Chief Investment Officer
ING PRIME RATE TRUST
By: Aeltus Investment Management, Inc.
as its Investments Manager
By: /s/ Xxxxx Xxxxx
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Title: Vice President
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ING SENIOR INCOME FUND
By: Aeltus Investment Management, Inc.
as its Investments Manager
By: /s/ Xxxxx Xxxxx
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Title: Vice President
ML CLO XX PILGRIM AMERICA (CAYMAN) LTD.
By: ING Investment, LLC
as its Investments Manager
By: /s/ Xxxxx Xxxxx
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Title: Vice President
PILGRIM CLO 1999-1 LTD.
By: ING Investment, LLC
as its Investments Manager
By: /s/ Xxxxx Xxxxx
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Title: Vice President
PILGRIM AMERICA HIGH INCOME INVESTMENTS LTD.
By: ING Investment, LLC
as its Investments Manager
By: /s/ Xxxxx Xxxxx
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Title: Vice President
LCM I LIMITED PARTNERSHIP
By: Lyon Capital Management LLC,
as Collateral Manager
By: /s/ F Tamingan
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Title: ?
NATIONAL CITY BANK OF INDIANA
By: /s/ Xxxx X. Xxxxxxx
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Title: Senior Vice President
PPM SHADOW CREEK FUNDING LLC
By: /s/ Xxxxx X. Xxxxx
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Title: Assistant Vice President
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PPM SPYGLASS FUNDING TRUST
By: /s/ Xxxxx X. Xxxxx
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Title: Authorized Agent
XXXXXXXX CDO, LTD.
By: Xxxxxxxxx Capital Partners LLC
as its Collateral Manager
By: /s/ Xxxxxxxxxxx X. Xxxxxx
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Title: Managing Partner
XXXXXXXXX ARBITRAGE CDO, LTD.
By: Xxxxxxxxx Capital Partners LLC
as its Collateral Manager
By: /s/ Xxxxxxxxxxx X. Xxxxxx
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Title: Managing Partner
WINDSOR LAON FUNDING, LIMITED
By: Xxxxxxxxx Capital Partners LLC
as its Investment Manager
By: /s/ Xxxxxxxxxxx X. Xxxxxx
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Title: Managing Partner
XXXXXXXXX CARRERA CLO, LTD.
By: Xxxxxxxxx Capital Partners LLC
as its Asset Manager
By: /s/ Xxxxxxxxxxx X. Xxxxxx
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Title: Managing Partner
XXXXXXXXX CLO, LTD.
By: Xxxxxxxxx Capital Partners LLC
as its Collateral Manager
By: /s/ Xxxxxxxxxxx X. Xxxxxx
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Title: Managing Partner
XXXXXXXXX/RFM TRANSATLANTIC CDO, LTD.
By: Xxxxxxxxx Capital Partners LLC
as its Collateral Manager
By: /s/ Xxxxxxxxxxx X. Xxxxxx
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Title: Managing Partner
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XXXXXXXXX QUATTRO CDO, LTD.
By: Xxxxxxxxx Capital Partners LLC
as its Collateral Manager
By: /s/ Xxxxxxxxxxx X. Xxxxxx
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Title: Managing Partner
EMERALD ORCHARD LIMITED
By: /s/ Xxxxxx Xxxxx
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Title: Attorney in Fact
TORONTO DOMINION (NEW YORK), INC.
By: /s/ Xxxxxx Xxxxx
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Title: Vice President
TRUMBULL THC, LTD.
By: /s/ Xxxxxx Xxxxx
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Title: Attorney in Fact
XXXXX FARGO BANK, N.A.
By: /s/ Xxxxx Xxxxxx
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Title: Vice President
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