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AMENDMENT TO LOAN AGREEMENT
This Amendment to Loan Agreement, made as of May ___, 1993, among SPRINGS
INDUSTRIES, INC., a South Carolina corporation (hereinafter called the
"Company"); WACHOVIA BANK OF NORTH CAROLINA, N.A., CHEMICAL BANK, NATIONSBANK
OF NORTH CAROLINA, N.A. and THE SOUTH CAROLINA NATIONAL BANK (hereinafter
called the "Banks"); and WACHOVIA BANK OF NORTH CAROLINA, N.A., as Agent for
the Banks (hereinafter in such capacity called the "Agent");
W I T N E S S E T H:
WHEREAS, the Company and the Banks entered into a Loan Agreement dated as of
July 7, 1986; and
WHEREAS, the Loan Agreement has been amended by four Amendments to the Loan
Agreement, made as of June 5, 1989, September 29, 1989, December 27, 1990 and
May 13, 1992, among the Company and the Banks (the Loan Agreement and the
Amendments being hereinafter referred to as the Loan Agreement); and
WHEREAS, the Company, the Banks and the Agent have agreed to an additional
amendment to the Loan Agreement;
NOW, THEREFORE, in consideration of the premises and the mutual covenants
herein and in the Loan Agreement contained, the parties agree to amend the Loan
Agreement effective March 27, 1993, as follows:
1. The definition of "Funded Debt" which appears on page 5 of the Loan
Agreement is hereby amended by deleting clause (i) and substituting in
lieu thereof the following new clause (i):
"(i) any obligation payable more than one year from the date of creation
thereof (including any portion thereof which becomes a current liability),
which under generally accepted accounting principles is shown on the
balance sheet as a liability (excluding reserves for deferred income
taxes, reserves for post retirement health and welfare benefits
established pursuant to SFAS 106, and other reserves to the extent that
such reserves do not constitute an obligation and any unfunded pension
liability);"
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2. The definition of "Shareholders' Equity" which appears on page 9 of the
Loan Agreement is hereby amended and restated to read as follows:
"Shareholders' Equity" shall mean, at any time, the aggregate of
Subordinated Indebtedness plus the sum of the following accounts set forth
in a consolidated balance sheet of the Company and its Subsidiaries,
prepared in accordance with generally accepted accounting principles and
applied on a consistent basis:
(a) the par or stated value of all outstanding capital stock;
(b) capital surplus;
(c) retained earnings; and
(d) the amount of charges on the Company's books for post retirement
health and welfare benefits pursuant to the Financial Accounting
Standards Board Statement of Financial Accounting Standards No.
106 ("SFAS 106").
3. The definition of "Consolidated Net Earnings" set forth in Section 6.08 of
the Loan Agreement is hereby amended and restated to read as follows:
"Consolidated Net Earnings" shall mean: (i) consolidated gross revenues
of the Company and its Subsidiaries, less all operating and non-operating
expenses of the Company and its Subsidiaries, including all charges of a
proper character (including current additions to reserves and taxes on
income but excluding taxes on any gains excluded from the definition
contained in this sentence and excluding charges, recorded during the
fiscal quarter ended April 3, 1993, for post retirement health and welfare
benefits pursuant to SFAS 106); provided, however, gross revenues shall
not include any gains resulting from the write-up of assets, or any
earnings of any corporation acquired by the Company or any Subsidiary in a
pooling of interests for any year prior to the fiscal year of acquisition,
all to be determined in accordance with generally accepted accounting
principles except as provided in this definition."
4. Section 6.06 of the Loan Agreement is hereby amended by restating clause
(e) of Section 6.06 to read as follows:
"(e) the investment of the Company at April 3, 1993 in Asahi-Schwebel
Company and CS-Interglas A.G., and"
5. Except as herein amended, the terms and provisions of the Loan Agreement
shall be and remain in full force and effect.
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IN WITNESS WHEREOF, the parties hereto have caused these Amendments to Loan
Agreement to be executed as of this ____ day of May 1993.
SPRINGS INDUSTRIES, INC. CHEMICAL BANK
By: /s/ By: /s/
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Treasurer Vice President
WACHOVIA BANK OF NORTH NATIONSBANK OF NORTH CAROLINA,
CAROLINA, N.A., individually N.A.
and as Agent,
By: /s/ By: /s/
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Vice President Vice President
THE SOUTH CAROLINA NATIONAL
BANK
By: /s/
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Vice President