AMENDMENT NO. 1 TO PLEDGE AGREEMENT ----------------
EXHIBIT 10.20
AMENDMENT NO. 1 TO
PLEDGE AGREEMENT
----------------
This Amendment No. 1 to PLEDGE AGREEMENT (this "Amendment") is entered into
as of this 19th day of December, 1996 between RIVER HILLS WILSONS, INC., a
Minnesota corporation ("Pledgor"), and CVS NEW YORK, INC., a New York
corporation (formerly known as Melville Corporation) (the "Secured Party").
RECITALS
--------
WHEREAS, Pledgor and the Secured Party have entered into that certain
Pledge Agreement dated as of May 25, 1996 (as further amended, supplemented,
restated or otherwise modified from time to time, the "Pledge Agreement"); and
WHEREAS, Pledgor and the Secured Party desire to enter into certain
amendments to the Pledge Agreement;
NOW THEREFORE, in consideration of the mutual execution hereof and other
good and valuable consideration, the parties hereto agree as follows:
1. Schedule I to the Pledge Agreement is hereby amended by deleting the
table contained therein in its entirety and inserting the following new table in
lieu thereof:
Stock Number Minority
Name and Address Class of Certificate of Shares
of Pledgor Stock Issuer Stock Number(s) Shares Outstanding
------------------------- ------------------------ -------- ----------- ------ -----------
River Hills Wilsons, Inc. Bermans The Leather Common 5 100
7401 Xxxxx Avenue North Experts, Inc.
Xxxxxxxx Xxxx, XX 00000
Wilsons House of Suede, Inc. Common 3 30
Wilsons Leather Holdings Inc. Common 2 100
Burlington Wilsons, Inc. Common 3 100
Christiana Wilsons, Inc. Common 4 100
Xxxxxxx Wilsons, Inc. Common 2, 3 100
Park Plaza Wilsons, Inc. Common 3 000
Xxxxxxx/Xxxxxxxxxx Xxxxxx 2 100
Leather Design of St.
Louis, MO., Inc.
Wilsons Leather of Common 4 100
Alabama, Inc.
Stock Number Minority
Name and Address Class of Certificate of Shares
of Pledgor Stock Issuer Stock Number(s) Shares Outstanding
------------------------- ------------------------ -------- ----------- ------ -----------
Wilsons Leather of Common 5 100
Connecticut Inc.
Wilsons Leather of Common 4 100
Florida Inc.
Wilsons Leather of Common 4 100
Georgia Inc.
Wilsons Leather of Common 5 100
Indiana Inc.
Wilsons Leather of Iowa Common 4 100
Inc.
Wilsons Leather of Common 3 100
Louisiana Inc.
Wilsons Leather of Common 4 100
Maryland Inc.
Wilsons Leather of Common 5 100
Massachusetts Inc.
Wilsons Leather of Common 4 100
Michigan Inc.
Wilsons Leather of Common 1 100
Mississippi Inc.
Wilsons Leather of New Common 3 100
Jersey Inc.
Wilsons Leather of New Common 4 100
York, Inc.
Wilsons Leather of North Common 9 100
Carolina Inc.
Wilsons Leather of Ohio Common 5 100
Inc.
Wilsons Leather of Common 5 100
Pennsylvania Inc.
Wilsons Leather of Rhode Common 5 100
Island Inc.
Wilsons Leather of Common 4 100
Tennessee Inc.
Wilsons Leather of Texas Common 4 100
Inc.
Wilsons Leather of Common 5 100
Virginia Inc.
Wilsons Leather of West Common 5 100
Virginia Inc.
Wilsons Leather of Common 4 100
Wisconsin Inc.
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Stock Number Minority
Name and Address Class of Certificate of Shares
of Pledgor Stock Issuer Stock Number(s) Shares Outstanding
------------------------- -------------------------- -------- ----------- ------ -----------
Wilsons Tannery West, Inc. Common 4 100
2. This Amendment may be executed in counterparts with each such
counterpart being considered an original and all such counterparts constituting
one and the same document. THE TERMS OF THIS AMENDMENT SHALL BE GOVERNED BY, AND
SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF
ILLINOIS (EXCLUSIVE OF ANY RULES AND AS TO CONFLICT OF LAWS) AND THE LAWS OF THE
UNITED STATES APPLICABLE THEREIN.
[signature page follows]
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the date first written above.
RIVER HILLS WILSONS, INC.,
as Pledgor
By: /s/ Xxxxxxx X. Xxxxx
---------------------------------
Title: Vice President
------------------------------
Accepted and Acknowledged by:
CVS NEW YORK, INC.
By: /s/ Xxxxxxx Xxxxxxxx
-----------------------------
Title: Vice President
--------------------------
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