(

)

Line of Credit

As of

February 2, 2019,

the Company had a bank line of credit that provides borrowing capacity of

$35

million. Borrowings under the credit agreement are secured by its assets and a pledge of

66%

of the Company’s ownership interest in certain of its foreign subsidiaries.

December 14, 2018,

the Company entered into an

eighteenth

amendment which amends the Company’s Fourth Amended and Restated Loan Agreement (the “Credit Agreement”) and the Fourth Amended and Restated Revolving Credit Note (the “Revolving Credit Note”) with its lender. The

eighteenth

amendment decreased the interest rate from LIBOR plus

1.80%

to LIBOR plus

1.25%;

extended the expiration date of the facility from

December 31, 2018

December 31, 2020;

decreased the commitment fee from

0.125%

per annum to

0.075%

per annum; and amended the redemptions covenant to permit the Company to acquire outstanding shares of stock so long as during the

365

-consecutive day period prior to each such redemption there is

outstanding principal balance under the revolving credit loan for at least

consecutive days.

April 16, 2019,

the Company entered into the

nineteenth

amendment which amends the Credit Agreement and the Revolving Credit Note with its lender. The

nineteenth

amendment established a minimum cumulative EBITDA covenant for each of the

first

three

quarters of fiscal

2019;

revised the methodology for calculating the funded debt ratio to increase the EBITDA amount that will be included in the denominator for the

four

quarter periods ending the

fourth

quarter of fiscal

2018

and each of the

first

three

quarters of fiscal

2019,

while leaving unchanged the minimum required ratio; suspended, effective immediately prior to the end of the

fourth

quarter of fiscal

2018,

the fixed charge coverage ratio until the

fourth

quarter of fiscal

2019;

amended (i) the dividends covenant to permit the Company to declare or pay dividends or other distributions, and (ii) the redemptions covenant to permit the Company to acquire outstanding shares of its capital stock, only if each of the following conditions are met: (a) the outstanding principal balance of the Revolving Credit Note is

prior to and after giving effect to such payment; (b) Company’s cash balance is

not

less tha

$10.0

million prior t

o and after giving effect to such payment; (c) the aggregate amount of such payments during a fiscal year do

not

exc

eed

$1.0

million with

out the lender’s consent; and (d)

event of default or default exists or will exist as a result of any such payment; and established a minimum liquidity covenant for the

first

three

quarters of fiscal

2019.

The Credit Agreement contains various restrictions on indebtedness, liens, guarantees, redemptions, mergers, acquisitions or sale of assets, loans, transactions with affiliates, and investments.

As of the end of fiscal

2018

under the Credit Agreement as currently amended: (i) the Company was in compliance with all covenants; (ii) there were

borrowings under the line of credit; and (iii) there was

$35.0

million available for borrowing under the line of credit.