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Item 1.01.
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Entry into a Material Definitive Agreement
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Third Amendment to Industrial Facility Lease
On October 8, 2020, FreightCar America, Inc. (the “Company”)
and its wholly owned subsidiary, FreightCar Alabama, LLC (“FreightCar Alabama”), entered into the Third Amendment to Industrial
Facility Lease (the “Lease Amendment”) with Teachers’ Retirement System of Alabama and the Employees’ Retirement
System of Alabama as landlord (collectively, the “Landlord”), in connection with the Industrial Facility Lease, dated as of
September 29, 2011, which was assigned to FreightCar Alabama on February 28, 2018 and amended by that certain Second Amendment to Industrial
Facility Lease by and among FreightCar Alabama, the Landlord and the Company, as Guarantor, dated as of February 26, 2019 (as previously
amended and assigned, the “Original Lease”), relating to the Company’s facility in Cherokee, Alabama (the “Facility”).
The Lease Amendment was entered into in connection with the upcoming closure
of the Facility, which was previously disclosed in the Company’s Form 8-K filed on September 10, 2020. The Lease Amendment amends
the Original Lease to shorten its term by amending the expiration date from December 31, 2026 to February 28, 2021, with a single one-month
extension of the new February 28, 2021 expiration date at the option of FreightCar Alabama, and provides FreightCar Alabama with the option
to store railcars and other rolling stock from the end of the term through June 30, 2021 at no additional rent or other costs.
In addition, the Landlord has agreed in the Lease Amendment to waive the
base rent payable under the Original Lease for the months of October 2020 through February 2021. As consideration for the Landlord’s
entry into the Lease Amendment and the aforementioned rent waiver, the Company and FreightCar Alabama agreed to sell and transfer certain
Facility-related assets to the Landlord.
The foregoing description of the Lease Amendment does not purport to be
complete and is qualified in its entirety by reference to the Lease Amendment which is filed as Exhibit 10.1 hereto and is incorporated
herein by reference.
Siena Loan and Security Agreement
On October 8, 2020, the Company entered into a Loan and Security Agreement
(the “Siena Loan Agreement”) by and among the Company, as guarantor, and certain of its subsidiaries, as borrowers (together
with the Company, the “Loan Parties”), and Siena Lending Group LLC, as lender (“Siena”). Pursuant to the Siena
Loan Agreement, Siena provided an asset backed credit facility, in the maximum aggregate principal amount of up to $20.0 million, consisting
of revolving loans.
The Siena Loan Agreement replaced the Company’s prior revolving credit
facility under the Credit and Security Agreement dated as of April 12, 2019, among the Company and certain of its subsidiaries, as borrowers
and guarantors, and BMO Harris Bank N.A., as lender, as amended from time to time, which was terminated effective October 8, 2020 and
otherwise would have matured on April 12, 2024.
The Siena Loan Agreement has a term ending on October 8, 2023. Revolving
loans outstanding thereunder bear interest, subject to the provisions of the Siena Loan Agreement, at the Base Rate (as defined in the
Siena Loan Agreement) plus 3.00% per annum.
The Siena Loan Agreement provides for a revolving credit facility with maximum
availability of $20.0 million, subject to borrowing base requirements set forth in the Siena Loan Agreement, which generally limit availability
under the revolving credit facility to (a) 85% of the value of eligible accounts and (b) up to the lesser of (i) 50% of the lower of cost
or market value of eligible inventory and (ii) 85% of the net orderly liquidation value of eligible inventory, and as reduced by reserves
established by Siena from time to time in accordance with the Siena Loan Agreement.
The Siena Loan Agreement contains affirmative and negative covenants, including,
without limitation, limitations on future indebtedness, liens and investments. The Siena Loan Agreement also provides for customary events
of default.
Pursuant to the terms and conditions set forth in the Siena Loan Agreement,
each of the Loan Parties granted Siena a continuing lien upon certain assets of the Loan Parties to secure the obligations of the Loan
Parties under the Siena Loan Agreement.
The foregoing description of the Siena Loan Agreement does not purport to
be complete and is qualified in its entirety by reference to the Siena Loan Agreement, which is filed as Exhibit 10.2 hereto and is incorporated
herein by reference.