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AMENDMENT NO. 1 TO CREDIT FACILITY AND SECURITY AGREEMENT
This Amendment No. 1 (the "Amendment") dated as of December 31,
1997 to Credit Facility and Security Agreement by and between Bank One, Akron,
NA nka Bank One, NA ("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 hereby agree as follows:
1. Capitalized terms used herein, unless otherwise defined
herein, shall have the meaning ascribed thereto in the Agreement.
2. Section 2.D of Rider A to the Agreement is hereby amended in
its entirety to read as follows:
D. Not incur, make, or commit to make any expenditure in respect
of the purchase or other acquisition of fixed or capital assets,
including leases which in accordance with generally accepted
accounting principles should be capitalized on the books of LPC
(including normal replacements and maintenance), which after giving
effect thereto would cause the aggregate amount of such capital
expenditures by LPC to exceed SIXTEEN MILLION DOLLARS ($16,000,000) in
each of fiscal years 1996, 1997, and 1998, or to exceed FIFTEEN
MILLION DOLLARS ($15,000,000) (on a non-cumulative basis) in any
fiscal year after 1998.
3. Section 2.E of Rider A to the Agreement is hereby amended in
its entirety to read as follows:
E. Maintain on a consolidated basis with LPC's direct and
indirect subsidiaries at all times a ratio of Debt (defined below) to
Tangible Net Worth of no greater than 4.5 to 1.0 from the date hereof
until December 31, 1998, and thereafter no greater than 4.25 to 1. For
purposes of this paragraph E, "Debt" shall mean LPC's total
liabilities (on a consolidated basis with LPC's direct and indirect
subsidiaries and determined in accordance with generally accepted
accounting principles) excluding the twelve and three-quarter percent
(12.75%) Senior Subordinated Notes of LPC due February 1, 2000 in the
original principal amount of $31,720,125, the fourteen percent (14%)
junior subordinated notes of LPC due May 1, 2000 in the original
principal amount of $346,666.67 and the junior subordinated
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convertible increasing rate notes of LPC due May 1, 2000 in the
original principal of $1,000,000.
4. Except as specifically amended herein, the Agreement remains in
effect in accordance with its terms.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment 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: ▇▇▇▇ ▇. ▇▇▇▇▇
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Title: Assistant Vice President
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LEXINGTON PRECISION CORPORATION
By: ▇▇▇▇▇▇ ▇▇▇▇▇▇
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▇▇▇▇▇▇ ▇▇▇▇▇▇
President
LEXINGTON COMPONENTS, INC.
By: ▇▇▇▇▇▇ ▇▇▇▇▇▇
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▇▇▇▇▇▇ ▇▇▇▇▇▇
President
