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Contract analysis / lender-notice-prairie-cimarron.docx
lender-notice-prairie-cimarron.docx
1015-00001 · 10 clauses
High · 0 Medium · 3 Standard · 0
1. Introduction and Purpose of Notice
1. Introduction and Purpose of Notice Cimarron Solar Development LLC, a New Mexico limited liability company (the "Borrower"), hereby delivers this letter as formal notice to Prairie Commercial Bank, N.A. ("Prairie Commercial" or the "Administrative Agent"), in its capacity as Administrative Agent under the Credit Agreement referenced above. Capitalized terms used but not otherwise defined herein shall have the meani
2. Description of the Proposed Transaction Medium
⚑ Confidentiality undertaking
2. Description of the Proposed Transaction CBR proposes to conduct an initial public offering of shares of its common stock, par value $0.01 per share (the "Common Stock"), on the NYSE under the proposed ticker symbol "CBRI." The following is a summary of the material terms of the Offering as currently contemplated: Aggregate Offering Size. The proposed aggregate offering size is approximately $600,000,000, inclusive
3. Organizational and Corporate Structure
3. Organizational and Corporate Structure The following describes the corporate chain of ownership between CBR and the Borrower, from the top of the organizational structure downward: (a) Calloway-Briggs Renewables Inc. — a corporation organized and existing under the laws of the State of Delaware, which is the proposed issuer of Common Stock in the IPO and the ultimate indirect parent entity of the Borrower; (b) CBR
4. Pre-IPO and Post-IPO Ownership Structure of CBR
4. Pre-IPO and Post-IPO Ownership Structure of CBR Set forth below is a summary of the ownership structure of CBR on a pre-IPO and post-IPO basis. Pre-IPO Ownership of CBR. Immediately prior to the IPO (and after giving effect to a reclassification of CBR's outstanding equity securities into a single class of Common Stock), the fully diluted outstanding shares of Common Stock of CBR are expected to total 100,000,000
5. Use of Proceeds
5. Use of Proceeds CBR intends to use the estimated net proceeds from the sale of primary shares in the Offering as follows: (a) Repayment of Corporate Indebtedness. Approximately $200,000,000 of the net proceeds will be used to repay a portion of CBR's outstanding indebtedness under its Term Loan B facility, for which Veltrano National Bank serves as Administrative Agent. The repayment of such indebtedness will redu
6. Impact on the Credit Agreement and the Borrower
6. Impact on the Credit Agreement and the Borrower The Borrower has carefully reviewed the terms and conditions of the Credit Agreement in connection with the proposed IPO and wishes to advise the Administrative Agent of the following: No Event of Default or Covenant Breach. The Borrower believes that the consummation of the IPO will not constitute an Event of Default, a breach of any affirmative or negative covenant
7. Cimarron Solar Project Status Update
7. Cimarron Solar Project Status Update The Borrower takes this opportunity to provide the Administrative Agent with a brief status update on the Cimarron Solar project (the "Project"), as follows: As of the date of this letter, the Project remains on schedule and within budget. All material permits and governmental approvals necessary for the continued construction and operation of the Project have been obtained or
8. Key Officers and Contacts
8. Key Officers and Contacts The following individuals are available to respond to any questions the Administrative Agent or the Lenders may have in connection with this notice or the proposed IPO: Calloway-Briggs Renewables Inc.: Priya Anand Senior Vice President, Finance & Treasurer Calloway-Briggs Renewables Inc. 4200 Ridgeline Parkway, Suite 1100 Austin, TX 78746 Telephone: (512) 555-4820 Email: panand@calloway-b
9. Reservation of Rights Medium
⚑ Forum / governing law
9. Reservation of Rights The Borrower expressly reserves all of its rights, remedies, claims, and defenses under the Credit Agreement and under applicable law. This notice is being delivered solely for informational purposes pursuant to the applicable notice and information covenants set forth in Section 6.02 of the Credit Agreement and does not constitute, and shall not be construed as, (a) an admission by the Borro
10. Request for Confirmation of Receipt Medium
⚑ Confidentiality undertaking
10. Request for Confirmation of Receipt The Borrower respectfully requests that Prairie Commercial Bank, N.A., in its capacity as Administrative Agent, confirm receipt of this notice at its earliest convenience. Confirmation may be directed to: Priya Anand, SVP, Finance & Treasurer Calloway-Briggs Renewables Inc. Telephone: (512) 555-4820 Email: panand@calloway-briggs.com or Brendan Walsh, Associate Calderwood & Hark