Exhibit 10.43
March 13, 2023
The Greenbrier Companies, Inc.
One Centerpointe Drive, Suite 200
Lake Oswego, OR 97035
Re: Fourth Amended and Restated Credit Agreement (as amended or modified from time to time, the “Credit Agreement”), dated as of September 26, 2018, among The Greenbrier Companies, Inc., an Oregon corporation (the “Borrower”), the Lenders from time to time party thereto and Bank of America, N.A., as Administrative Agent (the “Administrative Agent”)
Ladies and Gentlemen:
Reference is hereby made to the Credit Agreement described above. Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Credit Agreement.
The parties hereto hereby agree to amend the Credit Agreement as follows:
(i) the “and” at the end of Section 7.04(c) of the Credit Agreement is deleted,
(ii) the “.” at the end of Section 7.04(d) of the Credit Agreement is deleted and replaced with “; and”
and
(iii) a new subsection (e) is added to Section 7.04 of the Credit Agreement to read as follows: “(e) the Borrower and its Subsidiaries may consummate Dispositions permitted by Section 7.05 (other than by reference to Sections 7.05(e) and 7.05(n)).”
This letter is a Loan Document. This letter may be in the form of an electronic record (in “.pdf” form or otherwise) and may be executed using electronic signatures, which shall be considered as originals and shall have the same legal effect, validity and enforceability as a paper record. This letter may be executed in as many counterparts as necessary or convenient, including both paper and electronic counterparts, but all such counterparts shall be one and the same letter.
[Signature pages follow.]
This letter shall be governed by, and construed in accordance with, the law of the State of New York.
Very truly yours,
bank of america, n.a.,
as Administrative Agent
By: /s Liliana Claar
Name: Liliana Claar
Title: Vice President
THE GREENBRIER COMPANIES, INC.
FOURTH AMENDMENT
LENDERS: | BANK OF AMERICA, N.A.
By: /s Michael Snook Name: Michael Snook Title: Senior Vice President
MUFG UNION BANK, N.A.
By: /s Stephen Sloan Name: Stephen Sloan Title: Director
|
| FIFTH THIRD BANK, NATIONAL ASSOCIATION
By: /s Carson M. Korn Name: Carson M. Korn Title: Officer |
| WELLS FARGO BANK, NATIONAL ASSOCIATION
By: /s Jim Teichman Name: Jim Teichman Title: Senior Vice Presiden |
| BANK OF THE WEST
By: /s Gisel Hillner Name: Gisel Hillner Title: Director |
| CRÉDIT INDUSTRIEL ET COMMERCIAL, NEW YORK BRANCH
By: /s Adrienne Molloy Name: Adrienne Molloy Title: Managing Director
By: /s Andrew McKuin Name: Andrew McKuin Title: Managing Director |
THE GREENBRIER COMPANIES, INC.
FOURTH AMENDMENT
| WASHINGTON FEDERAL, N.A.
By: /s Jim Kennedy Name: Jim Kennedy Title: Vice President/Senior Relationship Manager |
| CITIZENS BANK, N.A.
By: /s Janet Lee Name: Janet Lee Title: Managing Director |
| REGIONS BANK
By: /s Holli Balzer Name: Holli Balzer Title: Director |
| HSBC BANK USA, NATIONAL
By: Name: Title: |
| GOLDMAN SACHS LENDING PARTNERS LLC
By: Name: Title: |
| COLUMBIA STATE BANK
By: /s Matt Hrdlicka Name: Matt Hrdlicka Title: Vice President |
| CATHAY BANK
By: /s James Campbell Name: James Campbell Title: First Vice President |
THE GREENBRIER COMPANIES, INC.
FOURTH AMENDMENT
| HSBC BANK USA, NATIONAL
By: /s Mike Mitchell Name: Mike Mitchell Title: Vice President |
THE GREENBRIER COMPANIES, INC.
FOURTH AMENDMENT
| GOLDMAN SACHS LENDING PARTNERS LLC
By: /s Keshia Leday Name: Keshia Leday Title: Authorized Signatory |
THE GREENBRIER COMPANIES, INC.
FOURTH AMENDMENT
Accepted and Agreed to:
BORROWER: THE GREENBRIER COMPANIES, INC.,
By: /s Justin M. Roberts
Name: Justin M. Roberts
Title: Vice President, Corporate Finance and Treasurer
GUARANTORS: ARI COMPONENT VENTURE LLC
GREENBRIER-CONCARRIL, LLC
GREENBRIER LEASING COMPANY LLC
GREENBRIER RAILCAR LEASING, INC.
GUNDERSON LLC
GUNDERSON MARINE LLC
GUNDERSON RAIL SERVICES LLC
GREENBRIER CENTRAL, LLC
MERIDIAN RAIL ACQUISITION CORP.
MERIDIAN RAIL HOLDINGS CORP.
SOUTHWEST STEEL CASTING COMPANY, LLC
SOUTHWEST STEEL PROPERTY LLC
By: /s Justin M. Roberts
Name: Justin M. Roberts
Title: Vice President and Treasurer
GREENBRIER MANAGEMENT SERVICES, LLC
By: GREENBRIER LEASING COMPANY LLC
Its: Sole Member
By: /s Justin M. Roberts
Name: Justin M. Roberts
Title: Vice President and Treasurer
GUNDERSON SPECIALTY PRODUCTS, LLC
By: GUNDERSON LLC
Its: Sole Member
By: /s Justin M Roberts
Name: Justin M. Roberts
Title: Vice President and Treasurer
THE GREENBRIER COMPANIES, INC.
FOURTH AMENDMENT