Exhibit 4.7
XXXXXXX ASSOCIATES, L.P.
000 XXXXX XXXXXX
XXX XXXX, XXX XXXX 00000
November 13, 1998
Gantos, Inc.
0000 Xxxx Xxxx Xxxxxx, 0xx Xxxxx
Xxxxxxxx, Xxxxxxxxxxx 00000
State Street Bank and Trust Company
000 Xxxxxx Xxxxxx, 00xx Xxxxx
Xxxxxxxx, Xxxxxxxxxxx 00000
Ladies and Gentlemen:
This letter hereby confirms the consent of the undersigned, in
accordance with Section 10.02 of the Indenture, dated as of April 1, 1995
between Gantos, Inc. (the "Company") and State Street Bank and Trust Company, as
successor trustee, as amended by Supplemental Indenture No. 1, dated as of
December 15, 1997 ("Supplemental Indenture No. 1" and, together with the
Indenture, the "Indenture"), to the restructuring of the following principal
payments:
The undersigned hereby consents that payment of the Pro-Rata share of
the principal amount of the Notes due to be paid on the July 1, 1998
sinking fund redemption date ($774,725.87), as set forth in Section
3.01(b) of the Indenture, shall be postponed until May 1, 1999.
The undersigned understands that payment of 50% of the Pro-Rata share
of the principal amount of the Notes due to be paid on the January 1,
1999 sinking fund redemption date ($387,362.94) will be so paid, and
hereby consents that payment of 50% of the Pro-Rata share of the
principal amount of the Notes due to be paid on the January 1, 1999
sinking fund redemption date ($387,362.93), as set forth in Section
3.01(b) of the Indenture, shall be postponed until February 15, 1999;
PROVIDED, HOWEVER, that, in the event that the Company's availability
under the Loan and Security Agreement with Foothill Capital
Corporation, as agent, for December 31, 1998 exceeds its required
availability for its business operations in January 1998 by an amount
greater than or equal to $387,362.93, the Company shall not postpone
any part of the January 1, 1999 sinking fund payment to any holder of
the Notes but shall instead make the entire January 1, 1999 sinking
fund payment of $774,725.87 when due.
Interest shall accrue on the principal amount of the Notes postponed
hereby at the rate of 12.75% per annum until payment is made.
Within five (5) days after the date of this letter, the Company shall
issue to the undersigned additional warrants (substantially in the form annexed
hereto) exercisable until November
12, 2003 to purchase the undersigned's pro rata portion of 225,000 Gantos Common
Shares at an exercise price of $0.01 per share as consideration for further
postponing the July 1, 1998 payment of principal and the January 1, 1999 payment
of principal under the Notes. The payment of such consideration shall not
change the amount of principal and interest due with respect to the outstanding
Notes. The Company shall use its reasonable good faith efforts to register the
Gantos Common Shares underlying the warrants on or prior to January 15, 1999 in
accordance with the terms of the Registration Rights Agreement that the Company
is currently negotiating with the undersigned.
In addition, as additional consideration for postponing the July 1,
1998 and January 1, 1999 payments of principal under the Notes, the Company
shall pay the legal fees and expenses of Kleinberg, Kaplan, Xxxxx & Xxxxx, P.C.
on behalf of the undersigned incurred in connection with the negotiation of this
letter, the warrants to be issued hereunder and the registration of such
warrants.
Other than as expressly set forth in this letter, the provisions of
the letters among the parties hereto dated as of June 30, 1998 and September 24,
1998 shall remain unchanged and in full force and effect.
If this letter is acceptable, please so indicate by countersigning
this letter in the places indicated.
XXXXXXX ASSOCIATES, L.P.
By: /s/ Xxxx Xxxxxx
-------------------------------------
Xxxx X. Xxxxxx, General Partner
Accepted:
GANTOS, INC.
By: /s/ Xxxxxx X. Xxxxx
------------------------------
Its: President & CEO
-----------------------
Accepted:
STATE STREET BANK AND TRUST COMPANY,
AS TRUSTEE
By: /s/ Xxxxxx X. Xxxxxxx
------------------------------
Its: Vice President
-----------------------
2
November 13, 1998
Gantos, Inc.
0000 Xxxx Xxxx Xxxxxx, 0xx Xxxxx
Xxxxxxxx, Xxxxxxxxxxx 00000
State Street Bank and Trust Company
000 Xxxxxx Xxxxxx, 00xx Xxxxx
Xxxxxxxx, Xxxxxxxxxxx 00000
Ladies and Gentlemen:
This letter hereby confirms the consent of the undersigned, in
accordance with Section 10.02 of the Indenture, dated as of April 1, 1995
between Gantos, Inc. (the "Company") and State Street Bank and Trust Company, as
successor trustee, as amended by Supplemental Indenture No. 1, dated as of
December 15, 1997 ("Supplemental Indenture No. 1" and, together with the
Indenture, the "Indenture"), to the restructuring of the following principal
payments:
The undersigned hereby consents that payment of the Pro-Rata share of
the principal amount of the Notes due to be paid on the July 1, 1998
sinking fund redemption date ($774,725.87), as set forth in Section
3.01(b) of the Indenture, may be postponed until May 1, 1999.
The undersigned hereby consents that payment of 50% of the Pro-Rata
share of the principal amount of the Notes due to be paid on the
January 1, 1999 sinking fund redemption date ($387,362.93), as set
forth in Section 3.01(b) of the Indenture, may be postponed until
February 15, 1999.
Interest shall accrue on the principal amount of the Notes postponed
hereby at the rate of 12.75% per annum until payment is made.
Within five (5) days after the date of this letter, the Company shall
issue to the undersigned warrants (substantially in the form annexed hereto)
exercisable until November 12, 2003 to purchase the undersigned's pro rata
portion of 225,000 Gantos Common Shares at an exercise price of $0.01 per share
as consideration for further postponing the July 1, 1998 payment of principal
and the January 1, 1999 payment of principal under the Notes. In addition, the
warrants previously issued to the undersigned shall be repriced from $1.625 to
$0.75. The payment of such consideration shall not change the amount of
principal and interest due with respect to the outstanding Notes.
If this letter is acceptable, please so indicate by countersigning
this letter in the places indicated.
GORDIAN GROUP, L.P.
By: /s/ Xxxxxxxx X. Xxxxxxxx
-------------------------------------
Its: Partner
----------------------------
Accepted:
GANTOS, INC.
By: /s/ Xxxxxx X. Xxxxx
--------------------------------
Its: President & CEO
-----------------------
Accepted:
STATE STREET BANK AND TRUST COMPANY,
AS TRUSTEE
By: /s/ Xxxxxx X. Xxxxxxx
--------------------------------
Its: Vice President
-----------------------
2
November 13, 1998
Gantos, Inc.
0000 Xxxx Xxxx Xxxxxx, 0xx Xxxxx
Xxxxxxxx, Xxxxxxxxxxx 00000
State Street Bank and Trust Company
000 Xxxxxx Xxxxxx, 00xx Xxxxx
Xxxxxxxx, Xxxxxxxxxxx 00000
Ladies and Gentlemen:
This letter hereby confirms the consent of the undersigned, in
accordance with Section 10.02 of the Indenture, dated as of April 1, 1995
between Gantos, Inc. (the "Company") and State Street Bank and Trust Company, as
successor trustee, as amended by Supplemental Indenture No. 1, dated as of
December 15, 1997 ("Supplemental Indenture No. 1" and, together with the
Indenture, the "Indenture"), to the restructuring of the following principal
payments:
The undersigned hereby consents that payment of the Pro-Rata share of
the principal amount of the Notes due to be paid on the July 1, 1998
sinking fund redemption date ($774,725.87), as set forth in Section
3.01(b) of the Indenture, may be postponed until May 1, 1999.
The undersigned hereby consents that payment of 50% of the Pro-Rata
share of the principal amount of the Notes due to be paid on the
January 1, 1999 sinking fund redemption date ($387,362.93), as set
forth in Section 3.01(b) of the Indenture, may be postponed until
February 15, 1999.
Interest shall accrue on the principal amount of the Notes postponed
hereby at the rate of 12.75% per annum until payment is made.
Within five (5) days after the date of this letter, the Company shall
issue to the undersigned warrants (substantially in the form annexed hereto)
exercisable until November 12, 2003 to purchase the undersigned's pro rata
portion of 225,000 Gantos Common Shares at an exercise price of $0.01 per share
as consideration for further postponing the July 1, 1998 payment of principal
and the January 1, 1999 payment of principal under the Notes. In addition, the
warrants previously issued to the undersigned shall be repriced from $1.625 to
$0.75. The payment of such consideration shall not change the amount of
principal and interest due with respect to the outstanding Notes.
If this letter is acceptable, please so indicate by countersigning
this letter in the places indicated.
CARDINAL CAPITAL MANAGEMENT, LLC
FOR CARDINAL RECOVERY PARTNERS AND
FOR ARGYLE, L.T.D.
By: /s/ Xxxxxx X. Xxxxxxxx
-------------------------------------
Its: Managing Director
----------------------------
Accepted:
GANTOS, INC.
By: /s/ Xxxxxx X. Xxxxx
--------------------------------
Its: President & CEO
-----------------------
Accepted:
STATE STREET BANK AND TRUST COMPANY,
AS TRUSTEE
By: /s/ Xxxxxx X. Xxxxxxx
--------------------------------
Its: Vice President
-----------------------
2
FIRST NBD Bank
CHICAGO 000 Xxxxx Xxxxxxxx Xxxxxxxx
XXX Xxxxxxx, Xxxxxxxx 00000
Telephone: (000) 000-0000
Fax: (000) 000-0000
XXXXXXXXX X. XXXXXX Internet: Xxxxxxxxx-Xxxxxx@
First Vice President xx.XXXXX.xxx
November 13, 1998
Gantos, Inc.
0000 Xxxx Xxxx Xxxxxx, 0xx Xxxxx
Xxxxxxxx, Xxxxxxxxxxx 00000
State Street Bank and Trust Company
000 Xxxxxx Xxxxxx, 00xx Xxxxx
Xxxxxxxx, Xxxxxxxxxxx 00000
Ladies and Gentlemen:
This letter hereby confirms the consent of the undersigned, in accordance with
Section 10.02 of the Indenture, dated as of April 1, 1995 between Gantos, Inc.
(the "Company") and State Street Bank and Trust Company, as successor trustee,
as amended by Supplemental Indenture No. 1, dated as of December 15, 1997
("Supplemental Indenture No. 1" and, together with the Indenture, the
"Indenture"), to the restructuring of the following principal payments:
The undersigned hereby consents that payment of the Pro-Rata share of the
principal amount of the Notes due to be paid on the July 1, 1998 sinking
fund redemption date ($774,725.87), as set forth in Section 3.01(b) of the
Indenture, may be postponed until May 1, 1999.
The undersigned hereby consents that payment of 50% of the Pro-Rata share
of the principal amount of the Notes due to be paid on the January 1, 1999
sinking fund redemption date ($387,362.93), as set forth in Section 3.01(b)
of the Indenture, may be postponed until February 15, 1999.
Interest shall accrue on the principal amount of the Notes postponed hereby
at the rate of 12.75% per annum until payment is made.
Within five (5) days after the date of this letter, the Company shall issue to
the undersigned warrants (substantially in the form annexed hereto) exercisable
until November 12, 2003 to purchase the undersigned's pro rata portion of
225,000 Gantos Common Shares at an exercise price of $0.01 per share as
consideration for further postponing the July 1, 1998 payment of principal and
the January 1, 1999 payment of principal under the Notes. In addition, the
warrants previously issued to the undersigned shall be repriced from $1.625 to
$0.75. The payment of such consideration shall not change the amount of
principal and interest due with respect to the outstanding Notes.
FIRST
CHICAGO
NBD November 13, 1998
If this letter is acceptable, please so indicate by countersigning this letter
in the places indicated.
NBD BANK F/K/A NBD BANK, N.A.
By: /s/ Xxxxxxxxx X. Xxxxxx
------------------------------------
Xxxxxxxxx X. Xxxxxx
Its: First Vice President
Accepted:
GANTOS, INC.
By: /s/ Xxxxxx X. Xxxxx
--------------------------------
Its: President & CEO
-----------------------
Accepted:
STATE STREET BANK AND TRUST COMPANY,
AS TRUSTEE
By: /s/ Xxxxxx X. Xxxxxxx
--------------------------------
Its: Vice President
-----------------------
2
