WAIVER AND SIXTH AMENDMENT
TO LOAN AND SECURITY AGREEMENT
November 28, 1995
Atlanta Provision Company, Inc.
0000 Xxxx Xxxxxxxx Xxxxxx, X.X.
Xxxxxxx, XX 00000
Attention: G. Xxxxxxx Xxxxxxx
Ladies and Gentlemen:
Reference is made to that certain Loan and Security Agreement
dated as of November 24, 1992, between Atlanta Provision Company,
Inc. ("Borrower") and Shawmut Capital Corporation (successor in
interest to Barclays Business Credit, Inc. ("Lender")), as amended
to date (the "Loan Agreement"). Unless otherwise defined herein,
all capitalized terms used herein shall have the same meanings
provided for such terms in the Loan Agreement.
Borrower has informed Lender that an Event of Default has
occurred under the Loan Agreement because of Borrower's failure to
achieve Net Cash Flow in excess of negative One Hundred Ninety-Five
Thousand Dollars (-$195,000) for the period ending October 14, 1995
as required under subsection 9.3(c) of the Loan Agreement (the
"Existing Default").
Borrower has requested that Lender (i) waive the Existing
Default and (ii) amend certain provisions of the Loan Agreement,
and Lender has agreed to such requests on the terms and conditions
set forth herein.
1. Waiver. Lender hereby waives the Existing Default.
The foregoing waiver is limited to the Existing Default
specified and shall not constitute a waiver of any other existing
or future Default or Event of Default or of any rights that Lender
may have under the Loan Agreement or applicable law with respect
thereto, all of which rights Lender hereby expressly reserves.
2. Amendments. The Loan Agreement is hereby amended as
follows:
a. Section 9.3(a) of the Loan Agreement (Minimum Adjusted
Tangible Net Worth) is amended and restated in its entirety, as
follows:
"(a) Minimum Adjusted Tangible Net Worth. Maintain at all
times Consolidated Adjusted Tangible Net Worth of not less than the
amount shown below for the period corresponding thereto:"
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Atlanta Provision Company, Inc.
November 28, 1995
Page 2
Period Amount
April 1, 1995 through $3,900,000
March 29, 1996
March 30, 1996 through $3,900,000
March 28, 1997
March 29, 1997 and thereafter $4,400,000
b. Section 9.3(b) of the Loan Agreement (Profitability) is
amended and restated in its entirety, as follows:
"(b) Profitability. Achieve Consolidated Adjusted Net
Earnings From Operations not to exceed a Four Hundred Thousand
Dollar ($400,000) loss for fiscal year 1996 and not less than a Five Hundred
Thousand Dollar ($500,000) profit for each fiscal year thereafter."
c. Section 9.3(c) Net Cash Flow is amended as follows:
Period Amount
November 11, 1995 ($355,000)
December 9, 1995 ($395,000)
January 6, 1996 ($465,000)
February 3, 1996 ($200,000)
March 2, 1996 $130,000
March 30, 1996 $230,000
April 27, 1996 $340,000
May 25, 1996 $350,000
June 22, 1996 $425,000
July 20, 1996 $450,000
August 17, 1996 $475,000
September 14, 1996 and thereafter $500,000
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Atlanta Provision Company, Inc.
November 28, 1995
Page 3
3. Effectiveness. This Waiver and Sixth Amendment to Loan
and Security Agreement shall be effective as of the date hereof
when duly executed by both parties and delivered to Lender. Except
as expressly amended hereby, the Loan Agreement shall remain in
full force and effect as executed.
4. Counterparts. This Waiver and Sixth Amendment to Loan
and Security Agreement may be executed in counterparts all of
which, taken together, shall constitute but one instrument.
Very truly yours,
SHAWMUT CAPITAL CORPORATION
By:/s/ Xxxxxx X. Xxxx
Xxxxxx X. Xxxx
Vice President
Acknowledged and agreed to
this 28th day of November, 1995
ATLANTA PROVISION COMPANY, INC.
By:/s/ R. Xxxxx Xxxxxxx
Its: Secretary
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