EXHIBIT 4-K
AMENDMENT 1
TO
NATIONAL STEEL CREDIT AGREEMENT
AMENDMENT 1 (this "Amendment"), dated as of May 16, 2000, by and among
National Steel Corporation (the "Borrower"), the financial institutions parties
hereto (the "Consenting Lenders"), Citicorp USA, Inc. as agent for the Lenders
and Issuers under the Credit Agreement defined below (the "Administrative
Agent") and Fuji Bank, Limited as syndication agent for the Lenders and Issuers
under the Credit Agreement (defined below) (the "Syndication Agent") to that
certain Credit Agreement dated as of November 19, 1999 by and among the
Borrower, the Administrative Agent, the Syndication Agent and the financial
institutions and other entities from time to time party thereto as a Lender or
Issuer (said Credit Agreement, as it may be amended or otherwise modified from
time to time, being the "Credit Agreement" and capitalized terms used herein but
not defined herein being used herein as defined in the Credit Agreement).
WITNESSETH:
WHEREAS, the Borrower, the Consenting Lenders, the Administrative Agent
and the Syndication Agent are parties to the Credit Agreement and, as of the
date hereof, the Consenting Lenders holds more than sixty-six and two-third
percent (66 2/3rd %) of the aggregate outstanding amounts of the Commitments;
and
WHEREAS, the parties hereto wish to amend the terms of the Credit
Agreement as set forth herein;
NOW, THEREFORE, in consideration of the foregoing, the mutual covenants
and obligations herein set forth and other good and valuable consideration, the
adequacy and receipt of which is hereby acknowledged, and in reliance upon the
representations, warranties and covenants herein contained, the parties hereto,
intending to be legally bound, hereby agree as follows:
Section 1. Amendment to Article 5 (Financial Covenants). Article 5 of the
Agreement is hereby amended by deleting in its entirety the lead-in paragraph of
Section 5.1 (Leverage Ratio) and substituting therefor the following:
The Borrower will maintain at the end of each Quarter during the
years set forth below a Leverage Ratio, in each determined (x) in
respect of Financial Covenant Debt of the Borrower, on the last day of
such Quarter and (y) in respect of EBITDA of the Borrower, on the basis
of the four Quarters ending on the last day of such Quarter, not in
excess of the ratio set forth below for such Quarter:
Credit Agreement
National Steel Corporation
Citicorp USA, Inc.
Section 2. Conditions of Effectiveness. Section 1 hereof shall become
effective when, and only when, the Administrative Agent shall have received
copies of this Amendment executed by the Borrower and Lenders constituting Super
Majority Lenders.
Section 3. Representations and Warranties. The Borrower represents and
warrants to the Administrative Agent that this Amendment has been duly
authorized, executed and delivered by the Borrower and constitutes a legal,
valid and binding obligation of the Borrower, enforceable against the Borrower
in accordance with its terms.
Section 4. Reference to the Effect on the Loan Documents.
(a) Upon the effectiveness of Section 1 hereof, on and after the date
hereof, each reference in the Agreement to "this Agreement," "hereunder,"
"hereof," "herein," or words of like import, and each reference in the other
Loan Documents to the Agreement, shall mean and be a reference to the Agreement
as amended hereby.
(b) Except as specifically amended herein, the Agreement and all other
Loan Documents shall remain in full force and effect and are hereby ratified and
confirmed.
(c) The execution, delivery and effectiveness of this Amendment shall
not, except as expressly provided herein, operate as a waiver of any right,
power or remedy of the Lenders or the Administrative Agent under any of the Loan
Documents, nor constitute a waiver of any provision of any of the Loan
Documents.
Section 5. Execution in Counterparts. This Amendment may be executed in any
number of counterparts and by different parties hereto in separate counterparts,
each of which, when so executed and delivered, shall be deemed to be an original
and all of which taken together shall constitute but one and the same
instrument.
Section 6. Governing Law. This Amendment shall be governed by and construed
in accordance with the law of the State of New York.
Section 7. Headings. Section headings in this Amendment are included herein
for convenience of reference only and shall not constitute a part of this
Amendment for any other purpose.
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their respective officers and general partners thereunto duly
authorized, as of the date first above written.
NATIONAL STEEL CORPORATION
By:
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Name:
Title:
CITICORP U.S.A., INC.,
as Administrative Agent
By:
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Name:
Title:
THE FUJI BANK, LIMITED,
as Syndication Agent
By:
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Name:
Title:
[SIGNATURE PAGE FOR AMENDMENT 1 TO THE CREDIT AGREEMENT]
CITIBANK, N.A.,
as Issuer
By:
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Name:
Title:
Lenders:
BANK OF AMERICA, N.A.
By:
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Name:
Title:
CITICORP USA, INC.
By:
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Name:
Title:
COMERICA BANK
By:
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Name:
Title:
▇▇▇▇▇▇ GUARANTY TRUST COMPANY OF NEW YORK
By:
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Name:
Title:
[SIGNATURE PAGE FOR AMENDMENT 1 TO THE CREDIT AGREEMENT]
LASALLE BUSINESS CREDIT, INC.
By:
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Name:
Title:
MELLON BANK, N.A.
By:
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Name:
Title:
NATIONAL CITY COMMERCIAL
FINANCE, INC.
By:
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Name:
Title:
THE FUJI BANK, LIMITED
By:
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Name:
Title:
[SIGNATURE PAGE FOR AMENDMENT 1 TO THE CREDIT AGREEMENT]