Exhibit 10.3(I)
The CIT Group/
Credit Finance
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, XX 00000
Tel 000 000-0000
Fax 000 000-0000
THE
CIT
GROUP
October 20, 1999
Pharmaceutical Formulations, Inc.
000 Xxxxxxxxxx Xxx.
Xxxxxx, Xxx Xxxxxx 00000
Re: Loan and Security Agreement, dated August 4, 1989, between the CIT
Group/Credit Finance, Inc., assignee of Fidelcor Business Credit
Corporation ("Lender"), and Private Formulations, Inc., predecessor by
merger of Pharmaceutical Formulations, Inc., ("Borrower") (as amended, the
"Loan Agreement") and all related security agreements, documents and
instruments (collectively, "the Financing Agreements")
Gentlemen:
You have requested and we have agreed to amend the Financing Agreements as set
forth below, effective as of the date hereof unless otherwise indicated.
Capitalized terms appearing below that are not defined below shall have the
meanings given in the Loan Agreement.
1. Section 10.5(a) of the Loan Agreement is hereby amended so as to read in
its entirety as follows:
"(a) Net Worth:
As of the fiscal year end 6/30/00 $1,973,000
As of the fiscal year end 6/30/01 $2,973,000"
2. Section 10.5(c) of the Loan Agreement is hereby amended so as to read in
its entirety as follows:
"(c) Net Income: Not less than $150,000 per fiscal quarter
and not less than $1,000,000 per fiscal
year.
For purposes of this Section 10.5(c), Net Income shall be
calculated before extraordinary items and non-recurring
items in accordance with generally accepted accounting
principles, consistently applied."
You have informed us that your financial statements for the fiscal year ending
July 3, 1999 show that you will be unable to satisfy the Net Worth requirement
for the fiscal year ending June 30, 1999 or the Net Income requirement for the
six month period ending July 3, 1999 set forth in Sections 10.5(a) and 10.5(c)
of the Loan Agreement, respectively. Subject to the condition set forth below,
Lender hereby waives any Event of Default (as defined in the Loan Agreement)
that would be caused by the failure to meet the Net Worth and Net Income
requirements for the above-specified periods. The granting of the aforementioned
waiver is conditioned upon payment by you to Lender of a fee in the amount of
$25,000 (the "Waiver Fee"). The Waiver Fee shall be earned and payable in full
as of the date hereof. The waiver made herein is made only on this occasion with
regard to the specific defaults set forth above and is not a waiver of any other
rights of Lender. Lender reserves the right to declare an Event of Default under
the Financing Agreements if there are other outstanding Events of Default under
the Financing Agreements now existing or hereafter arising.
Except as herein above specifically provided, the Financing Agreements shall
remain unmodified and in full force and effect.
This amendment shall be null and void if not executed on or before October 25,
1999.
Please signify your agreement with the foregoing by signing and returning to us
the enclosed copy of this letter.
Very truly yours,
THE CIT GROUP/CREDIT FINANCE, INC.
By: /S/
---------------------------------------------
Title: Assistant Vice President
AGREED:
PHARMACEUTICAL FORMULATIONS, INC.
By: /S/ Xxxxxxxx X. Xxxxxx
---------------------------------------------
Title: Sr. VP & CFO
CONFIRMED:
EXTRA PARENT CORP.
By: /S/ Xxxxxxxx X. Xxxxxx
---------------------------------------------
Title: Sr. VP & CFO
ICC INDUSTRIES INC.
By: /S/ XXXX X. XXXX
------------------------------------------
Title: President
