Exhibit 10.1
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [***],
HAS BEEN OMITTED PURSUANT TO REGULATION S-K, ITEM 601(b)(10) BECAUSE IT IS NOT
MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF
PUBLICLY DISCLOSED.
AMENDMENT NO. 4 TO
SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
This AMENDMENT NO 4 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
(this "Amendment") is dated as of March 10, 2020 by and among SUMMER INFANT,
INC. and SUMMER INFANT (USA), INC., as "Borrowers" under the Loan Agreement
referenced below ("Borrowers"), the guarantors from time to time party to the
Loan Agreement referenced below ("Guarantors", and together with Borrowers,
"Obligors"), BANK OF AMERICA, N.A., in its capacity as the sole existing
"Lender" under the Loan Agreement referenced below (the "Sole Lender"), and BANK
OF AMERICA, N.A., in its capacity as "Agent" for the Lenders under the Loan
Agreement referenced below ("Agent").
R E C I T A L S:
WHEREAS, reference is made to that certain Second Amended and Restated Loan and
Security Agreement dated as of June 28, 2018, as previously amended, by and
among Obligors, Sole Lender and Agent (as amended, restated, supplemented or
otherwise modified from time to time, the "Loan Agreement"), pursuant to which
Agent and Sole Lender have made certain loans and financial accommodations
available to the Borrowers;
WHEREAS, Obligors have requested that Agent and Sole Lender amend certain
provisions of the Loan Agreement to, among other things, reduce the aggregate
Revolver Commitments of all Lenders to $48,000,000,‎ and provide certain other
accommodations to Obligors;
WHEREAS, notwithstanding that Agent and Sole Lender are under no obligation to
amend the Loan Agreement, Agent and Sole Lender are willing to make certain
additional financial accommodations as requested by Obligors, such that
Obligors, Agent and Sole Lender have agreed to amend the Loan Agreement and the
other Loan Documents on the terms and subject to satisfaction of the conditions
set forth in this Agreement; and
WHEREAS, each Obligor is entering into this Amendment with the understanding and
agreement that, except as specifically provided herein, none of Agent's or any
Lender's rights or remedies as set forth in the Loan Agreement and the other
Loan Documents are being waived or modified by the terms of this Amendment.
NOW, THEREFORE, for and in consideration of the premises and mutual agreements
and covenants herein contained and for the purposes of setting forth the terms
and conditions of this Amendment, and for other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the parties,
intending to be bound, hereby agree as follows:
AGREEMENT
1.
Capitalized Terms. Capitalized terms used herein which are defined in
the Loan Agreement have the same meanings herein as therein, except to the
extent such terms are amended hereby.
2.
Acknowledgements and Stipulations. In order to induce the Agent and
Sole Lender to enter into this Amendment, each Obligor acknowledges, stipulates
and agrees that:
(a)
Recitals True and Correct. Each of the Recitals