EXHIBIT 10.4
ACME GROUP
FIRST AMENDMENT TO CREDIT AGREEMENT
Xxxxxx Trust and Savings Bank
Chicago, Illinois
NBD Bank, N.A.
Detroit, Michigan
Mercantile Bank of St. Louis National Association
St. Louis, Missouri
National City Bank
Cleveland, Ohio
General Electric Capital Corporation
Chicago, Illinois
Ladies and Gentlemen:
Reference is hereby made to that certain Credit Agreement dated as of
August 11, 1994 (the "CREDIT AGREEMENT") between the undersigned, Acme Steel
Company, a Delaware corporation ("ACME STEEL"), Acme Packaging Corporation, a
Delaware corporation ("ACME PACKAGING"), Alpha Tube Corporation, a Delaware
corporation ("ALPHA TUBE"), and Universal Tool & Stamping Company, Inc., an
Indiana corporation ("UNIVERSAL TOOL") (Acme Steel, Acme Packaging, Alpha Tube
and Universal Tool are being hereinafter referred to collectively as the
"BORROWERS" and individually as a "BORROWER") and you (the "LENDERS"). All
capitalized terms used herein without definition shall have the same meanings
herein as such terms have in the Credit Agreement.
The Borrowers have requested that the Lenders make certain amendments to
the financial reporting requirements contained in the Credit Agreement, and the
Lenders are willing to do so under the terms and conditions set forth in this
Amendment.
1. AMENDMENTS.
Upon your acceptance hereof in the space provided for that purpose below,
the Credit Agreement shall be and hereby is amended as follows:
(a) Section 7.5(a)(ii) of the Credit Agreement shall be amended by
inserting the phrase "(but within one hundred twenty (120) days after the
end of the last such period in each fiscal year)" immediately after the
word "Company" appearing in the second line thereof.
(b) Section 7.5(b) of the Credit Agreement shall be amended by
deleting the phrase "or (iv)" appearing in the first line thereof.
2. CONDITIONS PRECEDENT.
The effectiveness of this Amendment is subject to the satisfaction of all
of the following conditions precedent:
(a) The Borrowers and the Lenders shall have executed and delivered
this Amendment.
(b) The Lenders shall have received copies (executed or certified, as
may be appropriate) of all legal documents or proceedings taken in
connection with the execution and delivery of this Amendment to the extent
the Lenders or their counsel may reasonably request.
(c) Legal matters incident to the execution and delivery of this
Amendment shall be satisfactory to the Lenders and their counsel.
3. REPRESENTATIONS.
In order to induce the Lenders to execute and deliver this Amendment, the
Borrowers hereby represent to the Lenders that as of the date hereof, the
representations and warranties set forth in Section 5 of the Credit Agreement
are and shall be and remain true and correct (except that the representations
contained in Section 5.6 shall be deemed to refer to the most recent financial
statements of the Company delivered to the Lenders) and the Borrowers are in
full compliance with all of the terms and conditions of the Credit Agreement and
no Default or Event of Default has occurred and is continuing under the Credit
Agreement or shall result after giving effect to this Amendment.
4. MISCELLANEOUS.
(a) Except as specifically amended herein, the Credit Agreement shall
continue in full force and effect in accordance with its original terms.
Reference to this specific Amendment need not be made in the Credit Agreement,
or any other instrument or document executed in connection therewith, or in any
certificate, letter or communication issued or made pursuant to or with respect
to the Credit Agreement, any reference in any of such items to the Credit
Agreement being sufficient to refer to the Credit Agreement as amended hereby.
(b) The Borrowers agree to pay on demand all costs and expenses of or
incurred by the Agent in connection with the negotiation, preparation, execution
and delivery of this Amendment, including the fees and expenses of counsel for
the Agent.
(c) This Amendment may be executed in any number of counterparts, and by
the different parties on different counterpart signature pages, all of which
taken together shall constitute one and the same agreement. Any of the
parties hereto may execute this Amendment by
signing any such counterpart and each of such counterparts shall for all
purposes be deemed to be an original. This Amendment shall be governed by the
internal laws of the State of Illinois.
Dated as of this 21st day of May, 1995.
ACME STEEL COMPANY
/s/ Xxxxx X. Xxxxxxxxx
By
------------------------------------------------
Its Treasurer
------------------------------------------
ACME PACKAGING CORPORATION
/s/ Xxxxx X. Xxxxxxxxx
By
------------------------------------------------
Its Treasurer
------------------------------------------
ALPHA TUBE CORPORATION
/s/ Xxxxx X. Xxxxxxxxx
By
------------------------------------------------
Its Treasurer
------------------------------------------
UNIVERSAL TOOL & STAMPING COMPANY, INC.
/s/ Xxxxx X. Xxxxxxxxx
By
------------------------------------------------
Its Treasurer
------------------------------------------
ACME METALS INCORPORATED
/s/ Xxxxx X. Xxxxxxxxx
By
------------------------------------------------
Its Treasurer
------------------------------------------
Accepted and agreed to as of the date and year last above written.
XXXXXX TRUST AND SAVINGS BANK
/s/ Xxxxxxx X. Xxxx
By
------------------------------------------------
Its Vice President
NBD BANK, N.A.
/s/ Xxxxxxx Xxxxxxx
By
------------------------------------------------
Its Vice President
------------------------------------------
MERCANTILE BANK OF ST. LOUIS NATIONAL
ASSOCIATION
/s/ Xxxxx Xxxxxxxxxx
By
------------------------------------------------
Its Vice President
------------------------------------------
NATIONAL CITY BANK
/s/ Xxxxx X. Xxxxxx, Xx.
By
------------------------------------------------
Its Assistant Vice President
------------------------------------------
GENERAL ELECTRIC CAPITAL CORPORATION
/s/ Xxxxx Xxxxxx
By
------------------------------------------------
Its Region Operations Manager
------------------------------------------
