Exhibit 4
FIRSTAR BANK MILWAUKEE, N.A.
Firstar Financial Services
Michael A. Hintz,
Vice President
June 25, 1996
Hein-Werner Corporation
2120 Pewaukee Road
Waukesha, WI 53187
Attn: Mr. Joseph Dindorf, President
Gentlemen:
Please refer to the Revolving Loan and Security Agreement by and between
Firstar Financial Services, a division of Firstar Bank Milwaukee, N.A.
("FFS") and Hein-Werner Corporation, dated October 13, 1993, with
amendments thereto ("Agreement"). This letter shall serve to further
amend the Agreement as follows:
Effective July 1, 1996, the fourth sentence of subsection (a) of Section
1. LOANS AND SECURITY INTEREST shall be amended to read:
"The interest rate hereunder shall be computed at an annual rate
equal to .9 percent plus the rate announced from time to time by
Lender as its 'prime rate,' which may or may not be the best rate
available at said bank. The interest rate shall reduce by 1/4
percent in the event Debtor's North American operations show a
$500,000.090 profit during 1996 (with said reduction effective the
first day of the month following Lender's receipt of Debtor's
December 31, 1996 financial statements showing an overall profit)
and reduce by another 1/4 percent at such time as Massachusetts
Mutual agrees in writing to defer the first debt installment due
from Debtor until January, 1998 or the same is otherwise converted
from debt to equity. The interest rate shall increase by 1/4
percent if Debtor's financial statements for the subsequent year
show a consolidated loss, but shall not be increased above .9
percent plus the rate announced from time to time by Lender as its
'prime rate,' which may or may not be the best rate available at
said bank."
The second sentence of subsection (a) of Section 9, TERMINATION shall be
amended to read:
"While this Agreement is in effect, Debtor agrees to borrow
funds and pay, at minimum, to Lender the Minimum Monthly
Charge specified in Section 1. LOANS AND SECURITY
INTEREST of this Agreement until June 30, 1999, and from year
to year thereafter, unless Debtor notifies Lender that it does
not intend to extend the Agreement for another year by giving
Lender written notice at least ninety (90) days prior to the
expiration of the then existing term of this Agreement."
In all other respects, the Agreement shall remain unchanged and in full
force and effect.
The foregoing amendments are contingent upon the approval of the
participant in this loan: Mercantile Business Credit, Inc.
If the above agrees with your understanding and approval, please indicate
same by signing the original of this letter and returning it to the
undersigned. (NOTE: If you return executed documents via facsimile, you
must also return the original executed documents. You agree FFS may rely
on facsimile signatures for all purposes and without any liability to
you.) If the preconditions (if any) to this amendment are not satisfied
or if this amendment letter is not executed and returned to FFS on or
before July 8, 1996, then the proposed amendments herein may be withdrawn
by FFS by written notice to you. The amendments set forth herein and any
accompanying documents will be deemed effective and accepted in Milwaukee,
Wisconsin, upon our receipt of the executed documents.
Sincerely,
Michael A. Hintz
Division Vice President
mkf
Enclosure
cc: Nolan H. Zadra
Agreed to this 28 day of June, 1996.
HEIN-WERNER CORPORATION
By: J. L. Dindorf
Title President and C.E.O.
The undersigned guarantors of the indebtedness of Hein-Werner Corporation
hereby consent to the foregoing amendments and confirm that their
guaranties remain in full force and effect.
BLACKHAWK COLLISION REPAIR, INC.
By: J. L. Dindorf
Title President and C.E.O.
HEIN-WERNER OF CANADA, LTD.
By: J. L. Dindorf
Title President and C.E.O.
HEIN-WERNER EXPORT CORP.
By: J. L. Dindorf
Title President and C.E.O.