THIRD AMENDMENT TO LOAN AGREEMENT
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THIS THIRD AMENDMENT TO LOAN AGREEMENT (the "Third
Amendment"), is made and entered into as of the 14th day of
October, 1995, by and among (i) STEEL TECHNOLOGIES INC., a
Kentucky corporation with principal office and place of business
in Louisville, Kentucky (the "Borrower"), (ii)(a) PNC BANK,
KENTUCKY, INC., a Kentucky banking corporation with principal
office and place of business in Louisville, Kentucky ("PNC"), (b)
NATIONAL CITY BANK, KENTUCKY, a national banking association with
principal office and place of business in Louisville, Kentucky
("National City"), (c) NBD BANK, a Michigan banking corporation
with principal office and place of business in Detroit, Michigan
("NBD"), and (d) THIRD NATIONAL BANK IN NASHVILLE, a national
banking association with principal office and place of business
in Nashville, Tennessee ("Third National") (PNC, National City,
NBD and Third National is each hereinafter individually referred
to as a "Bank," and all of the same are hereinafter collectively
referred to as the "Banks"), and (iii) PNC BANK, KENTUCKY, INC.,
in its capacity as agent for the Banks (in such capacity, the
"Agent").
P R E L I M I N A R Y S T A T E M E N T S:
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A. Pursuant to that certain Loan Agreement dated as of
October 15, 1994, among the Borrower, the Banks and the Agent, as
amended pursuant to (i) that certain First Amendment to Loan
Agreement dated as of January 17, 1995, among the Borrower, the
Banks and the Agent, and (ii) that certain Second Amendment to
Loan Agreement dated as of April 6, 1995, among the Borrower, the
Banks and the Agent (collectively, the "Loan Agreement"), the
Banks have established a revolving credit facility in the current
principal amount of Forty Million Dollars ($40,000,000.00) in
favor of the Borrower (the "Revolver") for the purposes set forth
in Section 2.5 of the Loan Agreement.
B. The current stated maturity date of the Revolver is
October 14, 1995.
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C. The Borrower has requested that the Banks extend the
stated maturity date of the Revolver from October 14, 1995 to
October 14, 1996.
D. The Banks are willing to and desire to extend the
stated maturity date of the Revolver from October 14, 1995 to
October 14, 1996 upon the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the premises and the
mutual covenants and agreements set forth in the Loan Agreement
and herein, and for other good and valuable consideration, the
mutuality, receipt and sufficiency of which are hereby
acknowledged, the parties hereto hereby agree as follows:
1. Each capitalized term used herein, unless otherwise
expressly defined herein, shall have the meaning set forth in the
Loan Agreement.
2. The Banks hereby extend the stated maturity date of the
Revolver from October 14, 1995 to October 14, 1996. In
furtherance thereof, the term "Revolving Loan Commitment
Termination Date", as defined in Section 1.80 of the Loan
Agreement, is hereby redefined to mean the Revolving Loan
Commitment Termination Date then in effect, which is currently
October 14, 1996, subject to extension thereof pursuant to
Section 2.1B of the Loan Agreement, or, if sooner, (i) the date
as of which the Obligations shall have become immediately due and
payable pursuant to Section 7 of the Loan Agreement, or (ii) the
date on which all of the Obligations are paid in full (including,
without limitation, the repayment, expiration, termination or
cash collateralization of Letters of Credit pursuant to the Loan
Agreement) and all Revolving Loan Commitments are reduced to
zero.
3. Section 6.5(iv) of the Loan Agreement is hereby amended
and restated as follows:
"(iv) So long as no Event of Default
or Potential Event of Default has occurred
and is continuing or would result therefrom,
the Borrower (A) may contribute capital
and/or make loans to its Mexican Subsidiary
in an amount not to exceed Ten Million
Dollars ($10,000,000.00) during the term of
the Loan Agreement, and (B) may increase its
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existing investment in and/or make loans to
its other Consolidated Subsidiaries."
4. The Banks hereby release the Mexican Subsidiary
Guaranty Agreement and hereby direct and authorize the Agent on
behalf of the Banks to xxxx the Mexican Subsidiary Guaranty
Agreement "Cancelled" and to deliver the same to the Borrower on
behalf of the Mexican Subsidiary.
5. Except to the extent expressly amended or modified
hereby, the Borrower hereby ratifies and reaffirms each of its
covenants, agreements, obligations, representations and
warranties set forth in the Loan Agreement.
6. This Third Amendment may be executed in one or more
counterparts, each of which shall constitute an original and all
of the same shall constitute one and the same instrument.
7. This Third Amendment shall be effective as of the later
of (a) October 14, 1995, or (b) the date of delivery of the
following documents to the Banks and/or the Agent:
(i) This Third Amendment, duly executed by the
Borrower; and
(ii) The Ratification and Reaffirmation Agreement, duly
executed by Wabash Steel Corporation.
IN WITNESS WHEREOF, the parties hereto have caused this
Third Amendment to Loan Agreement to be duly executed as of the
day and year first above written.
STEEL TECHNOLOGIES INC.
By:
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Its:
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(the "Borrower")
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PNC BANK, KENTUCKY, INC.
By:
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Title:
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Address: PNC Bank, Kentucky, Inc.
Citizens Plaza
000 Xxxx Xxxxxxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
Attn: H. Xxxxxx Xxxxxxx
Vice President
Telephone: (000) 000-0000
Telecopy: (000) 000-0000
("PNC")
NATIONAL CITY BANK, KENTUCKY
By:
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Title:
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Address: 000 Xxxxx Xxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
Attn: Xxxxx Xxxxx
Vice President
Telephone: (000) 000-0000
Telecopy: (000) 000-0000
("National City")
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NBD BANK
By:
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Title:
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Address: Xxx Xxxxxxx Xxxxxx
Xxxxxxxxxxxx, XX 00000
Attn: Xxxxxxx X. Xxxxxxxx,
Third Floor
Telephone: (000) 000-0000
Telecopy: (000) 000-0000
("NBD")
THIRD NATIONAL BANK IN NASHVILLE
By:
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Title:
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Address: 000 Xxxxxx Xxxxxx Xxxxx
Xxxxxxxxx, XX 00000
Attn: Xxxxx X. Xxxxxx
Telephone: (000) 000-0000
Telecopy: (000) 000-0000
("Third National")
(collectively, the "Banks")
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PNC BANK, KENTUCKY, INC., in its
capacity as Agent
By:
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Title:
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(the "Agent")
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