EXHIBIT 10.5
[LETTERHEAD OF CSI CONSOLIDATED STAINLESS INCORPORATED]
November 14, 1997
Sun Trust Equity Partners
000 Xxxxxxxxx Xxxxxx, X.X.
Suite 2400
Atlanta, Georgia 30308
Attn: Xxxxxx X. Xxxxxx, Managing Director
Re: WAIVER AND MODIFICATION AGREEMENT NO.4 TO CONVERTIBLE
SUBORDINATED NOTE PURCHASE AGREEMENT
Dear Xx. Xxxxxx:
Based upon our previous discussions regarding the covenants associated with the
$2,500,000 Subordinated Debentures, we request the following amendments for the
measurement period ended September 30, 1997:
Requested
PER AGREEMENT AMENDMENT
a) Total Liabilities to Tangible
Net Worth 7.00:1 17.25:1
b) Funded Debt to EBITDA 11.00:1 Not measured
c) Senior Funded Debt to
EBITDA 10.00:1 Not measured
d) Net Worth Minimum $9,000,000 Minimum $5,100,000
This request to amend the covenants pertain ONLY to the measurement period ended
September 30, 1997. All other covenants per the agreement, as amended, will
remain in full force and effect.
Approved: SunTrust Banks, Inc.
Very truly yours,
By: /s/ X. Xxxxxxx Xxxxxxxx
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X. Xxxxxxx Xxxxxxxx
/s/ Xxxxxx X. Xxxxxxx Senior Vice President
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Xxxxxx X. Xxxxxxx,
Chief Financial Officer Date: NOVEMBER 14, 1997