Exhibit 10.1
Amendment to Documents
AMENDMENT NO. 2 TO BUSINESS LOAN AGREEMENT
This Amendment No. 2 (the "Amendment") dated as of _______________________,
______, is between Bank of America, N.A. (the "Bank"), formerly Bank of America
National Trust and Savings Association and Sport Chalet, Inc. (the "Borrower").
RECITALS
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A. The Bank and the Borrower entered into a certain Business Loan
Agreement dated as of June 19, 1998, as previously amended (the "Agreement").
B. The Bank and the Borrower desire to further amend the Agreement.
AGREEMENT
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1 Definitions. Capitalized terms used but not defined in this Amendment
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shall have the meaning given to them in the Agreement.
2 Amendments. The Agreement is hereby amended as follows:
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2.1 The Bank has changed the name of the "Reference Rate" to the
"Prime Rate". The term "Reference Rate" is therefore amended to
read "Prime Rate" throughout the Agreement.
2.2 Paragraph 1.1 of the Agreement is amended to read in its entirety
as follows:
"1.1 Applicable Margin. The Applicable Margin shall be the
following amounts per annum, based upon the fixed charge coverage
ratio (as defined in the 'Covenants' section of this Agreement),
as set forth in the most recent compliance certificate received
by the Bank as required in the Covenants section; provided,
however, that, until the Bank receives the first compliance
certificate, such amounts shall be those indicated for pricing
level 1 set forth below:
(a) Applicable Margin effective from the date of this Amendment
through March 31, 2001
Applicable Margin
(in percentage points per annum)
Pricing
Level Ratio Prime Rate Offshore/LIBOR/Fixed Rate +
----- ----- ---------- ---------------------------
1 less than 1.0:1.0
but not less than .90:1.0 minus 0.25% 1.75%
2 equal to or greater than
1.0:1.0 minus 0.50% 1.50%
(b) Applicable Margin effective from April 1, 2001 and thereafter
Applicable Margin
in percentage points per annum)
Pricing
Level Ratio Prime Rate Offshore/LIBOR/Fixed Rate +
----- ----- ---------- ----------------------------
1 less than 1.15:1.0
but not less than 1.0:1.0 minus 0.25% 1.75%
2 equal to or greater than
1.15:1.0 minus 0.50% 1.50%
The Applicable Margin shall be in effect from the date the most
recent compliance certificate is received by the Bank until the
date the next compliance certificate is received; provided,
however, that if the Borrower fails to timely deliver the next
compliance certificate, the Applicable Margin from the date such
compliance certificate was due until the date such compliance
level set forth above."
2.3 In Paragraph 2.2 of the Agreement, the date "August 31, 2002" is
substituted for the date "August 31, 2000".
2.4 A new Paragraph 8.2(e) is added to the Agreement, which reads in
its entirety as follows:
"(e) Copies of the Borrower's Form 10-K Annual Report and Form
10-Q Quarterly Report within 30 days after the date of
filing with the Securities and Exchange Commission."
2.5 Paragraph 8.4 of the Agreement is deleted in its entirety.
2.6 In Paragraph 8.5 of the Agreement, the first sentence is amended
to read in full as follows:
To maintain a Fixed Charge Coverage Ratio of at least .90:1.0
from the date of this Amendment through fiscal year ending March
31, 2001, and 1.0:1.0 from April 1, 2001 and thereafter.
2.7 In the last sentence of Paragraph 8.5 of the Agreement, the
phrase "calculation period" is substituted for the phrase
"preceding fiscal year."
2.8 Paragraph 8.6 of the Agreement is deleted in its entirety.
2.9 In Paragraph 8.9 of the Agreement, the amount "Ten Million Seven
Hundred Fifty Thousand Dollars ($10,750,000)" is substituted for
the amount "Eight Million Five Hundred Thousand Dollars
($8,500,000)".
2.10 Paragraph 8.10 of the Agreement is amended to read in its
entirety as follows:
"8.10 Paydown Period. To reduce the amount of advances
outstanding under this Agreement to zero for a period of at least
30 consecutive days in each line-year. 'Line-year' means the
period between the date of this Amendment and August 31, 2001,
and each subsequent one-year period (if any)."
3 Representations and Warranties. When the Borrower signs this
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Amendment, the Borrower represents and warrants to the Bank that: (a) there is
no event which is, or with notice or lapse of time or both would be, a default
under the Agreement except those events, if any, that have been disclosed in
writing to the Bank or waived in writing by the Bank, (b) the representations
and warranties in the Agreement are true as of the date of this Amendment as if
made on the date of this Amendment, (c) this Amendment is within the Borrower's
powers, has been duly authorized, and does not conflict with any of the
Borrower's organizational papers, and (d) this Amendment does not conflict with
any law, agreement, or obligation by which the Borrower is bound.
4 Effect of Amendment. Except as provided in this Amendment, all of the
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terms and conditions of the Agreement shall remain in full force and effect.
This Amendment is executed as of the date stated at the beginning of this
Amendment.
Bank of America, N.A. Sport Chalet, Inc.
X /s/ Xxxxxxx X. Xxxx X /s/ Xxxxxx X. Xxxxxxxx
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By: Xxxxxxx X. Xxxx, Vice President By: Xxxxxx Xxxxxxxx, Chief Financial
Officer
