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Acme Group
Third Amendment To Credit Agreement
Xxxxxx Trust and Savings Bank
Chicago, Illinois
NBD Bank
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 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") as amended by that certain First Amendment
to Credit Agreement dated as of May 21, 1995 and that certain Second Amendment
to Credit Agreement effective as of August 8, 1995 (said Credit Agreement as so
amended being referred to herein as the "Credit Agreement"). All capitalized
terms used herein without definition shall have the same meanings herein as
such terms have in the Credit Agreement.
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The Borrowers have requested that the Lenders amend Section 7.11 of the Credit
Agreement, and the Lenders are willing to do so under the terms and conditions
set forth in this Amendment.
1. AMENDMENTS.
Upon the satisfaction of the conditions set forth in Section 2 below, Section
7.11 of the Credit Agreement shall be amended by (i) deleting the period
appearing at the end of subsection (c) thereof, substituting therefor a
semicolon followed by the word "and" and (ii) inserting the following new
subsection (d) immediately after subsection (c) as so amended:
"(d) indebtedness not otherwise permitted by this Section
aggregating not more than $25,000,000 at any one time outstanding."
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 resolutions of the Board of Directors of each
Borrower authorizing the execution, delivery and performance of, and indicating
the authorized signers of, this Amendment and all other documents relating
thereto and containing the specimen signatures of such signers.
(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
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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
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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 5th day of April, 1996.
ACME STEEL COMPANY
By /s/ Xxxxx X. Xxxxxxxxx
Its Treasurer
ACME PACKAGING CORPORATION
By /s/ Xxxxx X. Xxxxxxxxx
Its Treasurer
ALPHA TUBE CORPORATION
By /s/ Xxxxx X. Xxxxxxxxx
Its Treasurer
UNIVERSAL TOOL & STAMPING COMPANY, INC.
By /s/ Xxxxx X. Xxxxxxxxx
Its Treasurer
ACME METALS INCORPORATED
By /s/ Xxxxx X. Xxxxxxxxx
Its Treasurer
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Accepted and agreed to as of the date and year last above written.
XXXXXX TRUST AND SAVINGS BANK
By /s/ Xxxxxxx X. Xxxx
Its Vice President
NBD BANK
By /s/ Xxxxx X. Xxxxxx
Its Vice President
MERCANTILE BANK OF ST. LOUIS NATIONAL ASSOCIATION
By /s/ Xxxxxxx X. Xxxxx
Its Vice President
NATIONAL CITY BANK
By /s/ Xxxxx X. Xxxxxxx
Its Vice President
GENERAL ELECTRIC CAPITAL CORPORATION
By /s/ Xxxxxxx Xxxx
Its Authorized Signer
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