1
Exhibit 99.1
April 23, 2001
VIA TELECOPY AND FEDERAL EXPRESS
Xx. Xxxx X. Xxxxxx
Chief Financial Officer
Pen Holdings, Inc.
Pen Coal Corporation
The Elk Horn Coal Corporation
River Marine Terminals, Inc.
Third Floor, Center Court Building
0000 Xxxxxxxx Xxx
Xxxxxxxxx, Xxxxxxxxx 00000
Re: Amended and Restated Credit Agreement ("Credit Agreement")
dated as of June 3, 1998, as amended, entered into by and
among Pen Holdings, Inc. as Borrower (the "Borrower"), and
Mellon Bank, N.A., CIBC, Inc. and AmSouth Bank (the "Banks")
and Mellon Bank, N.A. as agent for the Banks (the "Agent")
Dear Xx. Xxxxxx:
Reference is made to the Credit Agreement and specifically to
Forbearance and Amendment No. 4 to the Credit Agreement dated as of March 16,
2001 (the "Forbearance Agreement"). Terms which are used in this letter as
defined terms and are not otherwise defined in this letter shall have the
meanings given to those terms in the Credit Agreement.
Subject to the condition contained in the next succeeding sentence, the
Banks and the Agent hereby agree to(i) substitute the date of "April 30, 2001"
for the date "April 23, 2001" in Section 3 of the Forbearance Agreement, and
(ii) amend the definition of "Forbearance Period" to include the period through
and including April 30, 2001. Except as specifically modified above, the
Forbearance Agreements remains in full force and effect.
The Agent and the Banks reserve all rights under the Loan Documents,
including but not limited to the right to demand payment in full of the
obligations of the Borrower evidenced by the Loan Documents upon the occurrence
of an Event of Default and the right to make no further Loans while any
Potential Default or Event of Default is in existence. No delay, omission or
action on the part of the Agent or the Banks in exercising any right or taking
any measure pursuant to the Loan Documents shall operate as a waiver of any such
rights, nor shall any delay or omission herein operate as a waiver for any
reason whatsoever.
Nothing contained in this letter shall be construed to impair the
security of the Agent or the Banks or their successors and assigns under the
Credit Agreement or any of the Loan Documents nor affect or impair any rights or
powers that the Agent or the Banks may have under
2
the Credit Agreement or the Loan Documents for the recovery of the indebtedness
of the Borrower to the Banks in case of nonfulfillment of the terms, provisions
and covenants contained in the Credit Agreement and the Loan Documents. All
rights, powers and remedies of the Agent and the Banks under any other agreement
now or at any time hereafter in force between the Agent and the Banks and the
Borrower shall be cumulative and not alternative and shall be in addition to all
rights, powers and remedies given to the Agent and the Banks by law.
Very truly yours,
MELLON BANK, N.A., in its capacity as
Agent under the Credit Agreement
By: /s/ Xxxx Xxxxxx Xxxxxx
-----------------------------
Title: Vice President
--------------------------
Agreed to and accepted:
Banks:
CIBC, INC.
By: /s/ Xxxxxx Xxxxxx
--------------------------------
Title: Executive Director
----------------------------
AMSOUTH BANK
By: /s/ Xxx Xxxxxxxx
-------------------------------
Title: Commercial Banking Officer
---------------------------
Borrower:
PEN HOLDINGS, INC.
By: /s/ Xxxx X. Xxxxxx
-------------------------------
Title: Secretary/Treasurer
---------------------------
