FIRST AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT
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AGREEMENT
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THIS FIRST AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT,
dated as of July 10, 1996, between the undersigned, amends that certain Amended
and Restated Revolving Credit Agreement dated as of July 19, 1995 (the "Loan
Agreement"), by and between K&G MEN'S CENTER, INC., a corporation organized and
existing under the laws of the State of Georgia (the "Borrower"), and SUNTRUST
BANK, ATLANTA, a Georgia banking corporation, formerly known as Trust Company
Bank (the "Bank").
WITNESSETH:
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WHEREAS, Borrower and Bank wish to extend the termination date of the
Commitment from June 30, 1998 until June 30, 1999 on the terms and conditions
set forth herein; and
WHEREAS, Borrower and Bank wish to amend certain financial covenants set
forth in Section 5.10;
NOW, THEREFORE, for and in consideration of the sum of $10.00 in hand paid
by the Bank to the Borrower, and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the parties hereto,
intending to be legally bound, agree as follows:
1. Amendments.
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(a) Section 2.01 of the Loan Agreement is hereby amended by deleting all
references to "June 30, 1998" and substituting "June 30, 1999" in lieu thereof.
(b) Section 2.07 of the Loan Agreement is hereby amended by deleting all
references to "June 30, 1998" and substituting "June 30, 1999" in lieu thereof.
(c) Section 5.10 of the Loan Agreement is hereby amended by deleting such
section in its entirety and inserting the following in lieu thereof:
SECTION 5.10. Financial Covenants. The Borrower shall, measured
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on a rolling twelve month period basis, and tested quarterly:
(a) cause Borrower's consolidated Tangible Net Worth to increase
each year by an amount equal to at least 50% of Borrower's
consolidated after tax Net Income for such fiscal year, if any
(the "Additional Tangible Net Worth");
(b) commencing as of January 30, 1996, maintain Borrower's
consolidated Tangible Net Worth of at least (i) $10,000,000.00
plus (ii) the sum of Additional Tangible Net Worth for each prior
year, and
(c) maintain at all times a Fixed Charge Coverage ratio of not
less than 2.25 to 1.
2. Miscellaneous. This Amendment shall be governed by and interpreted in
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accordance with the laws of the State of Georgia. Except as amended hereby, the
Loan Agreement remains in full force and effect. All representations,
warranties, covenants and agreements set forth in the Loan Agreement are hereby
restated in their entirety. This Agreement may be executed in any number of
counterparts, each of which shall be deemed to be an original and all of which,
taken together, shall constitute one and the same instrument.
WITNESS the hand and seal of the parties hereto through their duly
authorized officers, as of the date first above written.
K&G MEN'S CENTER, INC.
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇
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Name: ▇▇▇▇ ▇. ▇▇▇▇▇
Title: Chief Financial Officer
Attest: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇
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Name: ▇▇▇▇ ▇. ▇▇▇▇▇
Title: Assistant Secretary
[CORPORATE SEAL]
SUNTRUST BANK, ATLANTA
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇
Title: First Vice President
By:
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Name:
Title:
ACKNOWLEDGED AND AGREED BY THE FOLLOWING
GUARANTORS AS OF THIS 10TH DAY OF JULY, 1996:
T&C LIQUIDATORS, INC.
BY: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Title: President
K&G ASSOCIATES OF INDIANA, INC.
BY: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Title: President
K&G ASSOCIATES OF NEW JERSEY, INC.
BY: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Title: President
K&G OF OHIO, INC.
BY: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Title: President
