CIT Tel: 000 000-0000 Exhibit 10.218
Equipment Rental and Finance-US P.O. Box 27248
0000 X. Xxxxxxxxxxxx Xxxxxxx Xxxxx, XX 00000-7248
Tempe, AZ 85282 xxx.xxx.xxx
[CIT LOGO]
Meadow Valley Contractors, Inc.
0000 Xxxxx 00xx Xxxxxx, Xxx. D-11
Phoenix, AZ 85040
RE: RENEWAL AND AMENDMENT OF REVOLVING LOAN AGREEMENT,
ACCOUNT # 00000000
Gentlemen:
Reference is made to the Amended and Restated Revolving Loan Agreement,
dated July 27, 2001, as amended (the "Loan Agreement"), between Meadow
Valley Contractors, Inc., (the "Company") and The CIT Group/Equipment
Financing, Inc. ("CIT").
The Loan Agreement shall be amended as follows:
1. Section 1 of the Loan Agreement: JANUARY 1, 2003 (the "Termination
Date"), is amended to read: JANUARY 1, 2004 (the "Termination Date").
2. Section 2(c) of the Loan Agreement: DECEMBER 31, 2000, is amended to
read: DECEMBER 31, 2001.
3. Section 3 of the Loan Agreement is amended to add the following:
Company hereby authorizes CIT, in its sole election, to charge to the
Loan Account(s) and cause to paid all interest described in Section 5,
in addition to fees, expenses, and other charges due and owing by the
Company under this Agreement as such payments become due. The Company
confirms that any charges which CIT may so make to the Company's Loan
Account(s) as herein provided will be made as a accommodation to the
Company and that such charges may be made even if such charges would
cause the aggregate balance of the Loan Account(s) to exceed the
Borrowing Availability.
4. Section 4.2 of the Loan Agreement: JANUARY 31, 2003, is amended to
read: JANUARY 31, 2004.
5. Section 8.2(b) of the Loan Agreement: Eighty-three (83%) of the
aggregate appraised value of the Eligible Equipment, is amended to
read: Sixty-seven percent (67%) of the aggregate appraised value of
the Eligible Equipment
6. Section 8.3 of the Loan Agreement: The Total of Eligible Receivables
as of the date June 30, 2001 is $10,083,389.00. Sixty-five percent
(65%) of the Eligible Receivables is $6,554,203.00. The Aggregate
appraised value of Eligible Equipment described in Schedule A as of
this date is $2,524,727.56. Eighty-three percent (83%) of the
aggregate appraised value of the Eligible Equipment is $2,095,523.87.
The total Eligible Inventory as of the date May 31, 2001, is
$3,572,202.00. Fifty percent (50%) of the Eligible Inventory is
$1,786,101.54; however, the maximum advance per 8.2(c) above is
$700,000.00, is amended to read: The Total of Eligible Receivables as
of the date November 30, 2002, is $9,399,687.00. Sixty-five percent
(65%) of the Eligible Receivables is $6,109,796.55. The Aggregate
appraised value of Eligible Equipment described in Schedule A as of
this date is $2,486,050.00. Sixty-seven percent (67%) of the
aggregate appraised value of the Eligible Equipment is $1,665,653.50.
The total Eligible Inventory as of the date November 30, 2002, is
$1,067,819.00. Fifty percent (50%) of the Eligible Inventory is
$533,909.50; however, the maximum advance per 8.2(c) above is
$700,000.00.
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7. Section 14 of the Loan Agreement is amended to add the following provision:
14.10 Ready Mix, Inc. defaults under the terms of that certain Revolving
Loan Agreement dated July 27, 2001 between Ready Mix, Inc. and CIT, as
amended.
8. Financial Covenant Rider to the Guaranty
(2) is deleted and replaced with the following:
at all times during the Guarantor's fiscal year 2001, the Guarantor's
Tangible Net Worth will not be less than $11,000,000.00. For each fiscal
year thereafter, the Guarantor's Tangible Net Worth shall not be less
than the minimum Tangible Net Worth required to be maintained in the
previous fiscal year plus 50% of the Guarantor's net income after taxes
for the previous fiscal year. The minimum Tangible Net Worth required to
be maintained pursuant to this section shall not be decreased if in any
fiscal year the Guarantor has a deficit net income after taxes.
The Company represents and warrants to CIT that
this Renewal and Amendment Agreement constitutes its legal, valid and
binding obligation, enforceable in accordance with its terms;
its representations and warranties set forth in this Renewal and
Amendment Agreement and all other documents executed in connection
therewith are true and correct on the date hereof and;
there exists no event of default (as the term is defined in the Loan
Agreement) under the Loan Agreement or any other executed in connection
therewith on the date hereof.
Except as modified herein, the Loan Agreement and all documents executed in
connection therewith shall continue in full force and effect.
In addition to the payments of principal, interest and other charges due under
the terms of the Loan Agreement, the Company agrees to pay CIT a line renewal
fee of $17,500.00 upon receipt of invoice.
SCHEDULE "A" TO THE LOAN AGREEMENT IS AMENDED PER THE ATTACHED SCHEDULE "A" TO
THIS RENEWAL AND AMENDMENT AGREEMENT.
Dated: Sincerely,
----------- THE CIT GROUP/EQUIPMENT FINANCING, INC.
ACKNOWLEDGED AND AGREED TO:
Meadow Valley Contractors, Inc. By Title:
-------------------- ---------
By: /s/ Xxxxxxx X. Xxxxxx Title: Vice President
---------------------- ---------------
GUARANTOR ACKNOWLEDGEMENT:
Meadow Valley Corporation
By: /s/ Xxxxxxx X. Xxxxxx Title: President
----------------------- ----------
Ready Mix, Inc.
By: /s/ Xxxxx Xxxxx Title: Sec/Treas
-------------------- ----------
Including all present and future attachments and accessories thereto and replacements and proceeds
thereof, including amounts payable under any insurance policy.
Debtor: Secured Party:
MEADOW VALLEY CONTRACTORS, INC. THE CIT GROUP/EQUIPMENT FINANCING, INC.
By: /s/ Xxxxxxx X. Xxxxxx By:
---------------------------- ------------------------------------
Title: Vice President Title:
------------------------- ---------------------------------
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