FOURTH AMENDMENT TO CREDIT AGREEMENT
THIS FOURTH AMENDMENT to Credit Agreement (the "Amendment") is
made as of this 6th day of June, 1997, by and among Sportmart, Inc.
("Borrower"), BT Commercial Corporation, as agent (in its capacity as
agent, "Agent") and BT Commercial Corporation (in its capacity as
lender, "BTCC"), Sanwa Business Credit Corporation ("Sanwa"), LaSalle
National Bank ("LaSalle"), Fleet Capital Corporation ("Fleet"), Xxxxxx
Financial, Inc. ("Xxxxxx"), National Bank of Canada ("NBC"), American
National Bank and Trust Company of Chicago ("American National") and
IBJ Xxxxxxxx Bank and Trust Company ("IBJ"), as Lenders (BTCC, Sanwa,
LaSalle, Fleet, Xxxxxx, NBC, American National and IBJ referred to
collectively as "Lenders")
W I T N E S S E T H:
WHEREAS, Borrower, Agent and Lenders are parties to that certain
Credit Agreement dated as of September 6, 1996 as amended by that
certain Consent and First Amendment to Credit Agreement dated as of
November 21, 1996, that certain Consent and Second Amendment dated as
of January 17, 1997 and that certain Third Amendment to Credit
Agreement dated as of March 26, 1997 (as so amended, the "Credit
Agreement"); and
WHEREAS, Borrower has requested that Agent and Lenders provide
for certain amendments to the Credit Agreement as more fully set forth
herein.
NOW, THEREFORE, in consideration of the mutual agreements herein
contained and other good and valuable consideration, the adequacy of
which is hereby acknowledged, and subject to the terms and conditions
hereof, the parties hereto hereby agree as follows:
SECTION 1. DEFINITIONS. Unless otherwise defined herein, all
capitalized terms shall have the meaning given to them in the Credit
Agreement.
SECTION 2. AMENDMENTS TO CREDIT AGREEMENT.
2.1 Section 8.1 of the Credit Agreement is hereby amended
by deleting such section in its entirety and inserting the
following in lieu thereof:
"8.1 Consolidated Book Net Worth. The Borrower shall
maintain Consolidated Book Net Worth of not less than
$70,000,000 at all times."
2.2 All other provisions of the Credit Agreement shall
remain unchanged.
SECTION 3. CONDITION PRECEDENT. The effectiveness of this
Amendment is expressly conditioned upon the payment by Borrower, on
the date hereof, to Agent for the benefit of Lenders, of an amendment
fee in the amount of $200,000.
SECTION 4. REAFFIRMATION BY BORROWER. Borrower hereby
represents and warrants to Agent and Lender that (i) the
representations and warranties set forth in Section 6 of the Credit
Agreement are true and correct on and as of the date hereof, except to
the extent (a) that any such representations or warranties relate to a
specific date, or (b) of changes thereto as a result of transactions
for which Agent and Lenders have granted their consent; (ii) Borrower
is on the date hereof in compliance with all of the terms and
provisions set forth in the Credit Agreement as hereby amended; and
(iii) upon execution hereof no Default or Event of Default has
occurred and is continuing or has not previously been waived.
SECTION 5. FULL FORCE AND EFFECT. Except as herein amended, the
Credit Agreement and all other Credit Documents shall remain in full
force and effect.
SECTION 6. COUNTERPARTS. This Amendment may be executed in two
or more counterparts, each of which shall be deemed an original, but
all of which together shall constitute one and the same document.
IN WITNESS WHEREOF, the parties hereto have executed this
Amendment on the day and year specified above.
BORROWER:
SPORTMART, INC.
By: /S/ Xxxxxx X. Xxxxxxxxxxx
Title: Executive Vice President
& Chief Financial Officer
AGENT:
BT COMMERCIAL CORPORATION
By: /S/ Xxxxx Xxxxx
Title: Vice President
LENDERS:
BT COMMERCIAL CORPORATION
By: /S/ Xxxxx Xxxxx
Title: Vice President
SANWA BUSINESS CREDIT CORPORATION
By: /S/ Xxxxxxxx X. Xxxxxx
Title: Vice President
LASALLE NATIONAL BANK
By: /S/ Xxxx X. Xxxxxxxxx
Title: First Vice President
FLEET CAPITAL CORPORATION
By: /S/ Xxxxxx X. Xxxx
Title: Vice President
XXXXXX FINANCIAL, INC.
By: /S/ Xxxxx X. Xxxxxx
Title: Account Executive
NATIONAL BANK OF CANADA
By: /S/ Xxxxx Waldorsen & X.X. Xxxxxx,Xx.
Title: Vice President/Vice President
AMERICAN NATIONAL BANK AND TRUST
COMPANY OF CHICAGO
By: /S/ Xxxx X. Xxxxxxxx
Title: First Vice President
IBJ XXXXXXXX BANK AND TRUST COMPANY
By: /S/ Xxxxxx X. Xxxxxxx
Title: Vice President
