EXHIBIT 10.8.18
TRUST INDENTURE
THIRD SUPPLEMENT TO
SPECIAL PROVISIONS
THIS THIRD SUPPLEMENT TO TRUST INDENTURE SPECIAL PROVISIONS, dated as
of April 29, 2003 between (i) Trailer Bridge, Inc., a Delaware corporation
(herein called the "Shipowner"), and (ii) U.S. Bank, N.A., a National Banking
Association (said Bank, any successor or assign, herein called the "Indenture
Trustee").
RECITALS:
A. The parties hereto have previously entered into a TRUST INDENTURE,
dated as of December 4, 1997 (the "Trust Indenture") in connection with
the Shipowner's issuance of $16,918,000 aggregate principal amount of
its bonds designated "United States Government Guaranteed Ship
Financing Bonds, 1997 Series II:" (the "Original Bonds");
B. The terms of the Original Bonds required equal principal payments to be
paid semi-annually on March 30 and September 30 of each year commencing
on March 30, 1998 until such principal sum has been paid;
C. The parties hereto have previously entered into a FIRST SUPPLEMENT TO
TRUST INDENTURE, dated as of December 31, 2001 (the "Supplemented Trust
Indenture") in connection with the Shipowner's issuance of $16,918,000
aggregate principal amount of its bonds designated "United States
Government Guaranteed Ship Financing Bonds, 1997 Series II Amended and
Restated December 31, 2001:" (the "Restated Bonds"):" of which
$14,887,840 principal amount is currently outstanding, such Obligations
to bear interest at 6.52% per annum maturing on March 30, 2023;
D. The parties hereto have previously entered into a SECOND SUPPLEMENT TO
TRUST INDENTURE SPECIAL PROVISIONS, dated as of September 30, 2002 (the
"Supplemented Trust Indenture") in connection with the Shipowner's
issuance of its bonds designated "United States Government Guaranteed
Ship Financing Bonds, 1997 Series II Amended and Restated September 30,
2002:" (the "Restated Bonds") of which $14,887,840 principal amount is
currently Outstanding, such Obligations to bear interest at 6.52% per
annum maturing on March 30, 2023.
E. The Shipowner and holder of the Restated Bonds, with the consent of
United States, represented by the Secretary, have agreed to amend and
restate the Restated Bonds to
provide that the semi-annual principal payment of $363,118 due
March 30, 2003 be due March 30, 2004.
NOW THEREFORE, in consideration of the premises, of the mutual
covenants herein contained, and other good and valuable consideration, the
receipt and adequacy of which the parties hereby acknowledge, and for the equal
and proportionate benefit of all the present and future Holders of the
Obligations, the parties hereby agree as follows:
ARTICLE SECOND
THE BONDS
Subparagraph (a) is deleted in its entirety and replaced with:
(a) the Bonds issued hereunder shall be designated "United States
Government Guaranteed Ship Financing Bonds, 1997 Series II Amended and Restated
April 29, 2003," and shall be in the form of Exhibit 2-1 to this Indenture; and,
the aggregate principal amount of Bonds which may be issued under this Indenture
shall not exceed $16,918,000, of which $14,887,840 principal amount is currently
outstanding, except as provided in Sections 2.09, 2.10, 2.12 and 3.10(b) of
Exhibit 1 hereto.
ARTICLE THIRD
CERTAIN REDEMPTIONS
Subparagraph (a) Mandatory Sinking Fund Redemptions is amended by
deleting the sentence at the end of the first paragraph which states " Provided,
however, there be no semi-annual principal payment due September 30, 2002 and
commencing March 30, 2003 and on each March 30 and September 30 of each year
until paid all remaining semi-annual principal payments shall be $363,118." and
inserting in lieu therefore the following:
"Provided, however, there be no semi-annual principal payment due
September 30, 2002 or March 30, 2003, i) a semi-annual principal payment
of $363,118 shall be due September 30, 2003, ii) a semi-annual principal
payment of $726,236 shall be due on March 30, 2004, and iii) commencing on
September 30, 2004 and on each March 30 and September 30 of each year
until paid all remaining semi-annual principal payments shall be
$363,118."
Except as otherwise expressly provided herein, terms not defined herein
which are defined in Schedule A to the Trust Indenture dated December 4, 1997
between Trailer Bridge, Inc. and State Street Bank and Trust Company the former,
Indenture Trustee, or by reference therein to other instruments shall have the
meaning ascribed to them in said Schedule A or other instruments.
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IN WITNESS WHEREOF, This Third Supplement To Trust Indenture Special
Provisions has been duly executed by the parties hereto as of the day and year
first above written.
TRAILER BRIDGE, INC.
Shipowner
[SEAL]
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
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▇▇▇▇ ▇. ▇▇▇▇▇▇
Chief Executive Officer
U.S. BANK, N.A.,
Indenture Trustee
[SEAL] By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
-------------------------------------
Vice President
CONSENTED TO:
UNITED STATES OF AMERICA
SECRETARY OF TRANSPORTATION
MARITIME ADMINISTRATOR
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
-------------------------------------
▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Secretary
Maritime Administration
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