EXHIBIT 10.5
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BARCLAYS BANK PLC
Birmingham Corporate Banking Centre
P.O. Box No. 5960, 15 Colmore Row, Birmingham B3 2EP
Private & Confidential
The Directors Direct Dial: (0121)480 5531
Simpson Strong-Tie International Inc. Fax. No: (0121)480 5506
Winchester Road Ext. No:
Cardinal Point SCB/KH/hbh
TAMWORTH
Staffordshire B73 3HG 1st July 1998
Dear Sirs
SIMPSON STRONG-TIE INTERNATIONAL INC.
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We are writing to confirm that we have agreed facilities for the above
company as described below. The facilities are repayable upon demand at
any time, but subject to this overriding condition, the limits have been
marked forward for review by 15th June 1999.
FACILITIES
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Overdraft GBP250,000 (two hundred and fifty
thousand pounds
Rental Guarantee to Royal GBP442,000 (four hundred and forty-two
London thousand pounds
HM Customs & Excise
Guarantee GBP10,000 (2 x GBP5,000)
Company Barclaycard GBP15,000 (fifteen thousand pounds)
BACs GBP70,000(seventy thousand pounds)
Purpose To assist with the working capital
requirements of the company
Interest/Commission/Fees Interest will charged at a rate of 2%
above Barclays Bank's Base Rate current
from time to time.
No amounts may be drawn in excess of the
agreed facility but if exceptionally the
Bank pays amounts which are not agreed
in advance and which create an excess
position, then a borrowing margin of 15%
will apply to the unauthorised amounts
calculated daily.
Interest will be charged quarterly in
arrears in March, June, September and
December, or at such other intervals as
the Bank may notify to you.
Base Rate is currently 7.5% and
variations in Base Rate are published in
the press.
Commission will be charged in line with
the Bank tariff current from time to
time, a copy of which is in your
possession. The tariff is usually
reviewed annually in May.
Commission in respect of the Rental
Guarantee will be charged at a reate of
0.45% per annum.
The commission and management time
charge will be debited quarterly in
arrears in March, June, September and
December.
A renewal fee of GBP500 will be charged
on acceptance of this letter.
Security The facility will be secured/guaranteed
by:
1. Standby Letter of Credit in the sum
of GBP442,000 from the Union Bank re
the Rental Guarantee to Royal
London.
2. A Guarantee from Simpson
Manufacturing Inc in respect of the
remaining facilities
and any other security which is now
held or hereinafter may be held by the
Bank, all of which security is to be
available as cover for all liabilities
of the Borrower whether actual or
contingent to the Bank at any time.
Condition Precedent The facility is conditional upon the
Standby Letter of Credit being renewed
at its expiry dates.
Information The Borrower will provide the Bank with:
Copies of its audited, trading and
consolidated profit and loss account and
balance sheet as soon as they are
available, and not later than 180 days
from the end of each accounting
reference period.
Acceptance This offer will be available for
acceptance until 30th July 1998 after
which date, the offer will lapse unless
extended in writing by the Bank.
Acceptance will be signified by signing
and returning the attached copy letter
Yours faithfully,
/s/S C Brettell
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S C BRETTELL
CORPORATE MANAGER