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EXHIBIT 10.24
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SIXTH AMENDMENT
to
RECEIVABLES SALE AND SERVICING AGREEMENT
between
WABASH NATIONAL CORPORATION
as Seller and Servicer
and
NBD BANK, N.A.
as Purchaser
DATED AS OF DECEMBER 23, 1996
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This SIXTH AMENDMENT dated as of December 23, 1996 (the "Amendment"), is
entered into by and between Wabash National Corporation, a Delaware
corporation, in its capacity as originator and seller of the Receivables (as
defined in the Agreement, defined below) hereunder (in such capacity the
"Seller"), and in its capacity as servicer hereunder (in such capacity, the
"Servicer"), and NBD Bank, N.A., a national banking association, in its
capacity as purchaser (the "Purchaser").
RECITALS
WHEREAS, the Seller and the Purchaser have entered into a Receivables Sale
and Servicing Agreement dated as of June 29, 1995 (the "Agreement");
WHEREAS, the Seller and the Purchaser desire to amend the Agreement to
change the financial covenants with respect to the Seller; and
WHEREAS, pursuant to Section 12.7 of the Agreement, neither the Agreement
nor the terms thereof may be amended, supplemented or modified except in
writing signed by the Purchaser and the Seller.
NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto agree as
follows:
Section 1. Amendment to Exhibit G. Items 1, 2 and 3 of Exhibit G to of
the Agreement shall deleted in their entirety and replaced with the following:
1. Tangible Net Worth. The Seller, on a consolidated basis, will at
all times after December 23, 1996, maintain a Tangible Net Worth of not
less than $135,000,000, increasing quarterly commencing January 1, 1997
by an amount equal to the sum of fifty percent (50%) of the Seller's
consolidated net income (with no downward adjustment for net losses in
any quarter) and eighty percent (80%) of net proceeds received by the
Seller from equity offerings.
2. Funded Debt to Total Capitalization. The Seller, on a
consolidated basis, will maintain a ratio of Funded Debt to Total
Capitalization not to exceed 60% (.60 to 1.0) at all times, calculated on
a quarterly basis.
3. Fixed Charge Coverage Ratio. The Seller, on a consolidated basis,
will maintain a Fixed Charge Coverage Ratio, calculated quarterly on a
four quarter trailing basis commencing from the most recent quarter end,
at levels not less than those shown in the following table for the
periods indicated:
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PERIOD RATIO
From December 23, 1996
until December 31, 1997 1.25 to 1.0
At December 31, 1997 until
June 30, 1998, and 1.50 to 1.0
At June 30, 1998 and at all
times thereafter 2.0 to 1.0
Section 2. Effect of Amendment. Except as amended hereby, the Agreement
shall remain in full force and effect in accordance with the terms set forth
therein.
Section 3. Counterparts. This Amendment may be executed in any number of
counterparts, each of which so executed shall be deemed to be an original, but
all such counterparts shall together constitute but one and the same
instrument.
IN WITNESS WHEREOF, the Seller and the Purchaser have caused this
Amendment to be duly executed by their respective officers thereunto duly
authorized as of the date and year first above written.
WABASH NATIONAL CORPORATION, as
Seller and Servicer
By: /s/ Mark R. Holden
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Name: Mark R. Holden
Title: Vice President and Chief
Financial Officer
NBD BANK, N.A., as Purchaser
By: /s/ Leo G. Watson, Jr.
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Name: Leo G. Watson, Jr.
Title: Vice President