CITIBANK, N.A.
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
American Banknote Corporation, (as of) September 30, 1995
American Bank Note Company, and
American Bank Note Holographics, Inc.
00 Xxxx 00xx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xx. Xxxx X.X. Xxxxx,
Vice President and Treasurer
Re: One Month Extension of New Credit Agreement and
Temporary Commitment
Gentlemen:
American Bank Note Company ("ABN"), American Bank Note Holo-
graphics, Inc. ("ABH") (ABN and ABH may be referred individually as a
"Borrower" and collectively as the "Borrowers"), and American Banknote
Corporation (formerly known as United States Banknote Corporation)
("ABC"), and we (as Agent and/or a Bank) are parties to a Credit
Agreement (in the form of a letter agreement and incorporated terms and
provisions) dated as of August 31, 1995 (the "New Credit Agreement"),
which establishes a Commitment scheduled to expire on September 30,
1995. Capitalized terms used and not otherwise defined herein shall
have the meanings respectively assigned to them in the New Credit
Agreement.
You have delivered to us a Commitment Letter from Chemical
Bank respecting a replacement facility, and you have requested that we
extend your existing Commitment until the end of October to permit you
time to close your new facility with Chemical Bank. As a one time
accommodation, we hereby extend the Commitment and the Termination Date
to October 31, 1995. (The definitions of Commitment and Termination
Date as incorporated by reference from the New Credit Agreement are
hereby modified accordingly.) The Borrowers shall repay all of the
Loans and other Obligations (other than outstanding Letters of Credit
that are cash collateralized) in full on October 31, 1995. Any further
extension of the Commitment is not anticipated and in any event is
within our sole and absolute discretion.
Advances will continue to be subject to the terms and
provisions of the New Credit Agreement and evidenced by the Borrowers'
U.S.$7,500,000.00 Revolving Promissory Note dated (as of) August 31,
1995 (as the same may be supplemented, renewed, extended, modified,
amended, restated or replaced from time to time, the "Note"). The
Borrowers' payment, reimbursement and other obligations under the New
Credit Agreement, Note and other Loan Documents will continue to be
secured by the collateral granted by them under their Security
Agreement with us dated as of August 31, 1995 (as the same may be
supplemented, renewed, extended, modified, amended, restated or
replaced from time to time, the "Security Agreement").
By the Borrowers' signature below, the Borrowers each hereby
acknowledge, certify and agree that: (a) pursuant to the New Credit
Agreement, we have issued letters of credit that are outstanding as of
the date of this extension in the aggregate unadvanced face amount of
U.S.$93,500; (b) the Borrowers' obligations to repay those loans (with
interest) and letter of credit advances to us and to perform or
otherwise satisfy their other Obligations, as well as the security
interests in the Collateral granted by the Borrowers to us, under the
New Credit Agreement, the Note and the other Loan Documents remain and
shall continue in full force and effect, both before and after giving
effect to this extension, (ii) are not subject as of the date of this
extension to any defense, counterclaim, setoff, right of recoupment,
abatement, reduction or other claim or determination, and (iii) are and
shall continue to be governed by the terms and provisions of the New
Credit Agreement, the Note, the Security Agreement and the other Loan
Documents; and (c) the information set forth in the secretary's,
officer's, incumbency or similar certificate(s) most recently delivered
to us respecting (among other things) your authorizing resolutions and
the authorization and incumbency of your officers and other
representatives is true and complete in all respects as if such
certificate had been delivered on and as of the date hereof.
This letter is a Loan Document and shall be governed by and
construed in accordance with the terms and provisions of the New Credit
Agreement, the Note and the Security Agreement.
Please acknowledge your acceptance and agreement of this
temporary extension under the New Credit Agreement and its conditions
by signing two of the enclosed copies of this letter and returning them
to us, c/o Xxxxxx Xxxxxx Flattau & Klimpl, LLP, 0000 Xxxxxx xx xxx
Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Xxxxxxxx Xxxxx Xxxxx,
Esq.
Very truly yours,
Citibank, N.A.
By:s/Xxxxxxx X. Xxxxxxx III
Managing Director
ACKNOWLEDGED, ACCEPTED AND AGREED:
American Banknote Corporation
By: s/ Xxxx X.X. Urban
Vice President and Treasurer
American Bank Note Company
By: s/ Xxxx X.X. Urban
Vice President and Treasurer
American Bank Note Holographics, Inc.
By: s/ Xxxx X.X. Urban
Vice President and Treasurer
cc: Xxxxxx Xxxxxx, Esq.
Xxxxxx X. Xxxxxxx, Esq.
