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Exhibit 10.1 (f)
March 29, 2001
Mr. C.E Bryant, Jr., President
Continental Conveyer and Equipment Company.
Winfield, Alabama
Mr. Richard M. Sickinger, President
Goodman Conveyor Company
Belton, South Carolina
Re: Covenant Violations
Gentlemen:
You have advised Bank One that you are in violation of the Debt Service covenant
as of 12/31/00 for the Sixth Amendment to the Credit Facility dated March
28,2000. Please be advised that we are waiving the violation for the period
ending December 31,2000 and amending the covenants as of January 1,2001 as
stated below.
The definition of the Tangible Net Worth Covenant will be amended as follows:
Shareholders equity less (1) The sum of any surplus resulting from the write up
of an asset plus (2) Goodwill representing the excess of the purchase price paid
for the assets or stock acquired over the value assigned thereto plus (3) All
patents, trademarks, trade names and copyrights plus (4) Loan and advances to
stockholders, directors, affiliates, officers, or employees plus (5) Deferred
expenses. All other definitions for the loan covenants will be those defined in
the current loan document.
SECTION 3/31/01 6/30/01 9/30/01 12/31/01
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8.1Q Continental + Goodman Debt Service N/A .50:1 1.0:1 1.0:1
8.1U Continental + Goodman Working Capital 14,500,000 10,500,000 11,750,000 9,500,000
8.2U Limit advances from Continental + Goodman to 8,400,000 8,400,000 7,900,000 7,650,000*
other related entities to an aggregate amount no
greater than:
8.1 O Tangible Net Worth 19,000,000 7,000,000 8,500,000 6,500,000
8.1T Continental + Goodman Operating Income 10,000,000 11,500,000 12,000,000 11,500,000
- - THE ADVANCES TO FOREIGN AFFILIATES WILL BE REDUCED TO 7,350,000 BY 6/30/02
AND 7,000,000 BY 12/31/02.
This waiver is applicable only in this instance, and for the designated period,
all other terms and conditions remain in full force and effect.
The fee for this amendment is $20,000.
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To confirm the above understanding and agreement of the Borrowers to the
amendment of the loan covenant set forth above, please sign one or more copies
of this letter on behalf of the Borrowers and return signed copies to my
attention.
Should you have any additional questions please do not hesitate to call me.
Sincerely,
Bank One, NA
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Rudolf G. Bentlage
Vice President
Confirmed and Agreed:
Continental Conveyor & Equipment Company
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C.E.Bryant, Jr., President
Goodman Conveyor Company
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Richard M. Sickinger, President