Exhibit 10.1
CONFORMED COPY
AMENDMENT XX. 0
XXXXXXXXX XX. 0 (the "Amendment") dated as of June 30, 2002 of the Credit
Agreement dated as of April 7, 1994 and amended and restated as of March 15,
1999, as amended by Waiver and Amendment No. 1 dated as of December 16, 1998,
further amended and restated as of March 15, 1999, further amended by Amendment
No. 1 dated as of April 23, 1999, further amended and restated as of April 12,
2000 and September 30, 2000, further amended by Amendment No. 1 dated as of
December 31, 2000, further amended and restated as of April 15, 2001 and further
amended by Waiver and Amendment No. 1 dated as of June 15, 2001, Amendment No. 2
dated as of September 28, 2001, Waiver and Amendment No. 3 dated as of December
10, 2001 and Amendment No. 4 dated as of March 30, 2002 (the "Credit
Agreement"), among APPLIED EXTRUSION TECHNOLOGIES, INC. (the "Company"), the
LENDERS party thereto (the "Lenders") and JPMORGAN CHASE BANK, formerly known as
THE CHASE MANHATTAN BANK, as Administrative Agent (the "Administrative Agent").
W I T N E S S E T H :
WHEREAS, the Company and the Lenders have agreed to amend the interest
coverage ratio and leverage ratio covenants;
NOW, THEREFORE, the parties hereto agree as follows:
Section 1. Definitions; References. Unless otherwise specifically defined
in the recitals above, each term used herein which is defined in the Credit
Agreement shall have the meaning assigned to such term in the Credit Agreement.
Section 2. Amendment of Section 9.10. The chart set forth in Section 9.10
of the Credit Agreement is amended for the period set forth below to read as
follows:
Period Ratio
April 1, 2002 through June 30, 2002 1.35:1
Section 3. Amendment of Section 9.11. The chart set forth in Section 9.11
(a) of the Credit Agreement is amended for the period set forth below to read as
follows:
Period Ratio
April 1, 2002 through June 30, 2002 6:75:1
Section 4. Amendment of Section 9.20.Section 9.20 of the Credit Agreement
is amended by adding "(a)" at the beginning thereof and the following subsection
(b) at the end thereof:
(b) The aggregate amount of cash and Liquid Investments of the Company and
its Subsidiaries shall not exceed $5,000,000 at the close of business on any day
when Loans are outstanding, it being understood that cash and Liquid Investments
of the Company held in Rabbi Trusts pursuant to the Company's Amended and
Restated Executive Deferred Compensation Plan dated August 14, 2001 and the
Amended and Restated 1999 Supplemental Executive Retirement plan dated August
10, 2001 shall not be counted for purposes of the $5,000,000 limitation set
forth in this Section 9.20(b).
Section 5. Representations of Company. The Company represents and warrants
that (i) the representations and warranties of the Company and its Subsidiaries
made in each Basic Document shall be true (or, in the case of Basic Documents
which are not Financing Documents, true in all material respects) on and as of
the Amendment Effective Date (as hereinafter defined) to the same extent as they
would be required to be under Section 7.01 (b) on the occasion of any Loan or
issuance of any Letter of Credit and (ii) no Default will have occurred and be
continuing on such date.
Section 6. GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED
IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK
Section 7. Counterparts; Effectiveness. This Amendment may be signed in any
number of counterparts, each of which shall be an original, with the same effect
as if the signatures thereto and hereto were upon the same instrument. This
Amendment shall become effective as of the date first above written (the
"Amendment Effective Date") when the Administrative Agent shall have received
from each of the Company and the Majority Lenders a counterpart hereof signed by
such party or facsimile or other written confirmation (in form satisfactory to
the Administrative Agent) that such party has signed a counterpart hereof.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the date first above written.
APPLIED EXTRUSION TECHNOLOGIES, INC.
By /s/ Xxxx X. Xxxxx
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Name: Xxxx X. Xxxxx
Title: Vice President and Treasurer
JPMORGAN CHASE BANK, formerly known as
THE CHASE MANHATTAN BANK
By /s/ Xxxxx X. Xxxxxxxx
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Name: Xxxxx X. Xxxxxxxx
Title: Managing Director
LASALLE BUSINESS CREDIT, INC.
By /s/ Xxxxxxxx X. Xxxxxx
-----------------------------------
Name: Xxxxxxxx X. Xxxxxx
Title: Assistant Vice President
FLEET NATIONAL BANK
By /s/ Xxxxxxx X. Xxxxxxxx
-----------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Assistant Vice President
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PNC BANK, N.A.
By
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Name:
Title:
WACHOVIA BANK, NATIONAL
ASSOCIATION, formerly known as
FIRST UNION NATIONAL BANK
By
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Name:
Title:
PROVIDENT BANK
By /s/ Xxxx X. Xxxxxxxxxxxxx
-----------------------------------
Name: Xxxx X. Xxxxxxxxxxxxx
Title: Vice President
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