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Exhibit 10.1(c)
July 26, 1999
To: Xx. X. X. Xxxxxx, Xx.
President
Continental Conveyor and Equipment Company
Winfield, Alabama
and
Xx. Xxxxxxx X. Xxxxxxxxx
President
Xxxxxxx Conveyor Company
Belton, South Carolina
Re: Credit Facility and Security Agreement, dated as of August 27, 1993
(the "Loan Agreement"), originally by and among Continental Conveyor &
Equipment Co. L.P., Xxxxxxx Conveyor Co. L.P. (collectively the
"Original Borrowers") and Bank One, NA, successor by merger to Bank
One, Cleveland, NA (the "Bank"), as amended from time to time
thereafter; the Obligations of the Original Borrowers under said Loan
Agreement having been assumed by Continental Conveyor & Equipment
Company ("Continental") and Xxxxxxx Conveyor Company (collectively with
Continental, the "Borrowers"), pursuant to a certain Assumption and
Modification Agreement dated March 7, 1997 by and among the Borrowers
and the Bank.
Gentlemen:
The Bank hereby agrees to amend Section 8.1(T) of the Loan Agreement,
effective June 30, 1999, to read as follows:
"(T) Measured as of the end of each calendar quarter beginning
with the quarter ended June 30, 1999, Global's (as defined below)
consolidated operating income (which shall be after deduction for any
Management Fees but before any deduction for any amounts properly
identified as and labeled Restructuring Charges) for the immediately
preceding four quarter shall be an amount equal to or greater than the
sum of $10,500,000, based upon Global's fiscal quarter-end financial
statements prepared in accordance with GAAP and attached to or made a
part of Global's SEC 10Q or 10K filings."
The Bank hereby agrees to amend Section 8.l(Q) of the Loan Agreement,
effective June 30, 1999, to read in its entirety as follows:
"(Q) Maintain Debt Coverage (as defined herein) of not less
than 1.00 to 1.00. "Debt Coverage" as used in this Section
8.1(Q) means, on a combined consolidated basis, the ratio of
Borrowers' operating income (which shall be after deduction
for any Management Fees) plus depreciation and amortization
less Distributions (which for purposes of this Section 8.1(Q)
shall include all interest on the Senior Notes and all income
taxes paid or payable by the Borrowers or
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Continental Conveyor & Equipment Company and
Xxxxxxx Conveyor Company
July 26, 1999
Page 2 of 2
Global (as defined below)) to the amount of all principal and
interest paid or payable by the Borrowers to lender plus all
Capital Expenditures not funded on a term basis at the date of
calculation thereof. Debt Coverage shall be calculated on a
fiscal year-to-date basis beginning with the Borrowers' fiscal
quarter ended June 30, 1999 and for each of Borrowers' fiscal
quarters ending thereafter, based upon each Borrower's fiscal
quarter-end financial statements prepared in accordance with
GAAP."
In consideration for the above convenant changes, the Bank
shall require that a fee be paid by the Borrowers in an amount
acceptable to the Bank.
To confirm the above understanding and agreement of the
Borrowers to the amendment of the loan covenant set forth above, please
sign one or more copies of this letter on behalf of the Borrowers and
return signed copies to my attention.
Very truly yours,
BANK ONE, NA
By ____________________
Xxxx X. Xxxxxx
Vice President
Confirmed and Agreed:
CONTINENTAL CONVEYOR &
EQUIPMENT COMPANY
By ____________________
X. X. Xxxxxx, Xx.
President
XXXXXXX CONVEYOR COMPANY
By ____________________
Xxxxxxx X. Xxxxxxxxx
President
