EXHIBIT 10.21
Alabama Metal Industries Corporation
0000 Xxxxxxx Xxxxxx
Xxxxxxxxxx, Xxxxxxx 00000
(000) 000-0000
August 17, 1999
Mr. Xxxxxxx Xxxxxxx
Senior Vice President
Chatwins Group, Inc.
000 Xxxxxx Xxxxx, Xxxxx 000
Xxxxxxxxxx, XX 00000
Dear Xxxxxxx:
The purpose of this letter is to revise the letter of intent dated
May 28, 1999, which was first revised July 12, 1999, between Alabama Metal
Industries Corporation ("Purchaser") and Chatwins Group, Inc. ("Seller")
regarding the assets of the Xxxxx Division (the "Business"). All aspects of
the letter of intent and its earlier revision shall remain intact, except for
the following changes:
1. The transaction shall initially exclude all assets and liabilities related
to the Mexican operations.
2. The price shall be $31,500,000 payable in cash. This price shall be tied to
the March 31, 1999 Xxxxx Domestic Balance Sheet.
3. Purchaser agrees to purchase the fixed assets currently used in Xxxxx de
Mexico (primarily consisting of a welder and a serator) for $700,000. This
purchase will be consummated if and when Seller is able to deliver these
assets to a mutually agreed-upon location in the United States. These assets
must be in substantially the same operating condition as they presently
exist.
4. Upon Seller's request, Purchaser will use its reasonable best efforts to
purchase any inventory out of Xxxxx de Mexico if it can be used in
Purchaser's U.S. operations.
5. If, within the twelve months following closing, Seller liquidates its
interest in CFI Xxxxx for proceeds of less than $161,000, then Purchaser
agrees to pay to Seller the amount of any shortfall.
Mr. Xxxxxxx Xxxxxxx
August 17, 199
Page 2
Please indicate your agreement to the above changes by signing in the space
provided below.
Alabama Metals Industries Corporation
By: /s/ Xxxx X. XxXxxx
---------------------------------
Xxxx X. XxXxxx
Chairman
Accepted August 17, 1999
Chatwins Group, Inc.
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Senior Vice President
