Attached files
file | filename |
---|---|
EX-4.4 - EX-4.4 - BAKERS FOOTWEAR GROUP INC | c60046exv4w4.htm |
EX-4.6 - EX-4.6 - BAKERS FOOTWEAR GROUP INC | c60046exv4w6.htm |
EX-4.1 - EX-4.1 - BAKERS FOOTWEAR GROUP INC | c60046exv4w1.htm |
EX-4.2 - EX-4.2 - BAKERS FOOTWEAR GROUP INC | c60046exv4w2.htm |
EX-4.5 - EX-4.5 - BAKERS FOOTWEAR GROUP INC | c60046exv4w5.htm |
EX-4.3 - EX-4.3 - BAKERS FOOTWEAR GROUP INC | c60046exv4w3.htm |
EX-10.2 - EX-10.2 - BAKERS FOOTWEAR GROUP INC | c60046exv10w2.htm |
EX-99.1 - EX-99.1 - BAKERS FOOTWEAR GROUP INC | c60046exv99w1.htm |
8-K - FORM 8-K - BAKERS FOOTWEAR GROUP INC | c60046e8vk.htm |
EX-4.7 - EX-4.7 - BAKERS FOOTWEAR GROUP INC | c60046exv4w7.htm |
Exhibit 10.1
August 26, 2010
Bakers Footwear Group, Inc.
2815 Scott Avenue, Suite C
St. Louis, Missouri 63103
2815 Scott Avenue, Suite C
St. Louis, Missouri 63103
Re: | Loan Arrangement with Bank of America, N.A. |
Ladies and Gentlemen:
We hereby refer to that certain Second Amended and Restated Loan and Security Agreement dated
as of August 31, 2006 (as amended and in effect, the Loan Agreement) between Bakers Footwear
Group, Inc. (f/k/a Weiss and Neuman Shoe Co.) (the Borrower) and Bank of America, N.A. (the
Bank). All capitalized terms used herein, and not otherwise defined, shall have the same meaning
herein as in the Loan Agreement.
An Event of Default has occurred under Section 10.4 of the Loan Agreement due to the
Borrowers failure to maintain a minimum ratio of EBITDA to Interest Expense of not less than
1.00:1.00, for the months ending June 30, 2010 and July 31, 2010, in violation of Section 5.11 of
the Loan Agreement (the Existing Default).
The Borrower has requested that the Bank waive the Existing Default and the Bank is willing to
do so, and does hereby waive the Existing Default, provided that such waiver relates only
to the Existing Default described above, and shall not be deemed to constitute a continuing waiver
of any provision of the Credit Agreement with respect to any other Events of Default, and
provided further that in the event that the Madden Transaction has not been consummated,
and the Borrower has not received the proceeds therefrom to repay Liabilities outstanding under the
Loan Agreement, on or before September 10, 2010, such waiver shall be of no further force and
effect and thereafter an Event of Default shall be deemed to have occurred and be continuing.
Except as expressly provided herein, the Loan Agreement and the other Loan Documents shall remain
unmodified and in full force and effect. As used herein, the Madden Transaction means the offer
and sale of the Borrowers common stock and the issuance of one or more debentures in an aggregate
face principal amount of $5,000,000 by the Borrower to Steven Madden, Ltd. or its affiliates.
This waiver shall be governed by, and construed in accordance with, the laws of the
Commonwealth of Massachusetts, without giving effect to the conflicts of laws principles thereof.
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Bakers Footwear Group, Inc.
August 26, 2010
Page 2
August 26, 2010
Page 2
If you have any questions, please do not hesitate to contact us.
Very truly yours, BANK OF AMERICA, N.A. |
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By: | /s/ Christine Scott | |||
Name: | Christine Scott | |||
Title: | Senior Vice President | |||