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Exhibit 10-101
AMENDMENT NO. 8 TO CREDIT FACILITY AND SECURITY AGREEMENT
This Amendment No. 8 (the "Amendment") dated as of December
31, 1999 to Credit Facility and Security Agreement by and between Bank One,
N.A.("Lender"), Lexington Precision Corporation ("LPC") and Lexington
Components, Inc ("LCI").
WHEREAS, Lender, LPC, and LCI are parties to a Credit Facility
and Security Agreement dated as of January 31,1997, including Rider A thereto
(the "Agreement").
WHEREAS, LPC, LCI, and Lender desire to amend the Agreement as
provided herein.
NOW, THEREFORE, in consideration of the premises and the
mutual promises contained herein and for other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged by the parties
hereto, the parties hereto hereby agree as follows:
1. Capitalized terms used herein, unless otherwise defined
herein, shall have the meaning ascribed thereto in the Agreement.
2. The definition of Cash Flow Coverage Ratio in Section 1 of
Rider A to the Agreement is hereby amended in its entirety to read as follows:
"Cash Flow Coverage Ratio": The ratio of cash flow to debt
service as of any date, calculated as net income plus
depreciation and amortization for the four most recently
completed fiscal quarters minus dividends paid during such
periods divided by current maturities of all long-term debt,
other than the twelve and three-quarter percent (12.75%)
senior subordinated notes of LPC due February 1, 2000 in the
original principal amount of THIRTY-ONE MILLION SEVEN HUNDRED
TWENTY THOUSAND ONE HUNDRED TWENTY-FIVE AND NO/100 DOLLARS
($31,720,125.00), the fourteen percent (14%) junior
subordinated notes of LPC due May 1, 2000, in the original
principal amount of THREE HUNDRED FORTY-SIX THOUSAND SIX
HUNDRED SIXTY-SIX DOLLARS AND SIXTY-SEVEN CENTS ($346,666.67),
the fourteen percent (14%) junior subordinated convertible
increasing rate notes of LPC due May 1, 2000, in the original
principal amount of ONE MILLION AND NO/100 DOLLARS
($1,000,000.00), the ten and one-half percent (10.5%) senior
unsecured note of LPC due February 1, 2000, in the original
principal amount of SEVEN MILLION FIVE HUNDRED THOUSAND AND
NO/100 DOLLARS ($7,500,000.00), the twelve percent (12%)
mortgage note of LPC's wholly-owned subsidiary, Lexington
Rubber Group, Inc., formerly known as Lexington Components,
Inc. ("LCI"), due January 31, 2000, in the original principal
amount of ONE MILLION THREE HUNDRED SEVENTY THOUSAND FIFTEEN
AND 65/100 DOLLARS ($1,370,015.65) and that portion of the
secured term loans payable by LCI or LPC to Congress Financial
Corporation, The CIT Group/Equipment Financing, Inc., or
Lender that is not scheduled to be repaid within one year
after the date of the financial statements with respect to
which the calculation of the Cash Flow Coverage Ratio is being
made but nevertheless is classified as a current liability
solely because of defaults on Indebtedness other than
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Indebtedness payable to Lender; provided, however, that for
the purposes of this calculation the Borrowers' results of
operations for any four fiscal quarters shall exclude any
write-down or write-off of assets (whether tangible or
intangible) of any manufacturing facility or business unit of
the Borrowers which is recorded by Borrowers as a result of
the restructuring, relocation, shutdown or sale of such
manufacturing facility or business unit or as a result of
compliance with Financial Accounting Standard No. 121,
Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to be Disposed of.
3. Except as specifically amended herein, the Agreement
remains in effect in accordance with its terms.
IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be duly executed and delivered by their respective duly authorized
officers as of the day and year first written above.
Bank One, NA
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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Title: Vice President
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LEXINGTON PRECISION CORPORATION
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Senior Vice President and
Chief Financial Officer
LEXINGTON COMPONENTS, INC.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Senior Vice President and
Chief Financial Officer
