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EXHIBIT 10.66
Citizens Bank of Massachusetts
100 Summer Street
Boston, MA 02110
9/15/00
Mr. Gerald A. Shapiro, CFO
AMBI Inc.
4 Manhattanville Road
Purchase, New York 10577
Re: Covenant Adjustment
Mr. Shapiro:
Reference is made to the Loan Agreement dated January 21, 1999 (the "Loan
Agreement") among State Street Bank & Trust Co (now Citizens Bank of
Massachusetts, the "Bank"), and AMBI Inc. (the "Borrower").
This is to confirm that Citizens Bank has approved resetting certain of the
financial covenants consistent with the capabilities of AMBI's projected base
business, as follows:
EBITDA:
o Retroactively reset the EBITDA covenant for the Q/E June 30,
2000 to $1.25 million
o Reset the EBITDA covenant to $1.0 million for the Q/E
September 30, 2000
o Reset the EBITDA covenant to $0.4 million for the Q/E December
31, 2000
o Reset the EBITDA covenant to $0.75 million for all quarters
thereafter until the Term Loan is fully repaid
Quick Ratio Covenant: 3:1 for all quarters beginning with the Q/E September 30,
2000
Excess Cash Flow: Sweep provision is hereby eliminated (no payment is due based
on results of FY 2000 or thereafter)
All other terms and conditions in the Loan Agreement remain in full force and
effect.
Regards,
/s/ Michael St. Jean, VP
