EXHIBIT 10.3
------------
August 3, 2000
Mr. Steve Lamson
President & COO
Simpson Manufacturing Co., Inc.
4637 Chabot Drive, Suite 200
Pleasanton, CA 94588
Dear Mr. Lamson:
In reference to the Loan Agreement dated June 1, 1998 ("Agreement") between
Union Bank of California, N.A. ("Bank") and Simpson Manufacturing Co., Inc.
("Borrower"), the Bank and Borrower desire to amend the Agreement. This
amendment shall be called the Second Amendment of the Agreement.
Section 1.1.1 of the Agreement is hereby deleted and restated in its
entirety as follows:
1.1.1 THE REVOLVER-TO-TERM LOAN. Bank will loan to Borrower an
amount not to exceed Thirteen Million Eight Hundred Thousand Dollars
($13,800,000) outstanding in the aggregate at any one time (the
"Revolver-To-Term Loan"). Borrower may borrow, repay and reborrow all or
part of the Revolver-To-Term Loan in accordance with the terms of the
Revolver-To-Term Note. All borrowings of the Revolver-To-Term Loan must be
made before November 1, 2000 at which time all unpaid principal under the
Revolver-To-Term Loan shall be converted to a fully amortizing loan to mature
June 1, 2005. The Revolver-To-Term Loan shall be evidenced by a promissory
note (the "Revolver-To-Term Note") on the standard form used by Bank for
commercial loans. Bank shall be deemed to be the amount of the
Revolver-To-Term Loan outstanding. Omission of Bank to make any such
entries shall not discharge Borrower of its obligation to repay in full
with interest all amounts borrowed.
IN section 1.1.2 of the Agreement, the date "August 1, 2000" shall be
deleted and replaced with the date "November 1, 2000".
Section 1.1.3 of the Agreement shall be deleted in its entirety.
Except as specifically amended hereby, the Agreement shall remain in full
force and effect and is hereby ratified and confirmed. This Amendment shall
not be a waiver of any existing or future default or breach of a condition
or covenant unless specified herein.
Sincerely,
Union Bank of California, N.A.
/s/CAROL GARRETT
------------------------------
Carol Garrett
Vice President
AGREED AND ACCEPTED TO THIS 9th DAY OF AUGUST, 2000.
Simpson Manufacturing Co., Inc.
By: /s/Mike Herbert
---------------------------------
Name: Mike Herbert
-------------------------------
Title: Chief Financial Officer
------------------------------
By: /s/THOMAS J FITZMYERS
---------------------------------
Name: Thomas J Fitzmyers
-------------------------------
Title: President and C.E.O.
------------------------------
