)

Subsequent Events

On February 25, 2016, the Company entered into an amendment to the Term Loan and an amendment to the New Credit Facility. The Amendments will have the effect, among other things, of increasing the Company’s borrowing capability under its New Credit Facility and providing for an agreement on use of proceeds from the sale of its Toluca, Mexico property and buildings, as described below. As part of the Amendments, the Company also received an additional $1,000,000 subordinated loan from GFCM, as described below.

As a result of the Term Loan Amendment, the Company deposited $6,000,000 of the proceeds of the Toluca Sale-Leaseback into a Cash Collateral Account, to be held for up to one year as additional collateral for the Term Loan. The Term Loan Amendment further provides that the Company will be permitted to retain the remaining balance of the proceeds from Toluca Sale-Leaseback, and increases the interest rate of the Term Loan by 1.0%.

In addition, under the Amendments, the lenders agreed to reduce the Company’s minimum excess availability provision from $4,000,000 to $3,000,000 to remove certain reserves which had been established against the Company’s “borrowing base.” These changes are estimated to provide the Company with $1,655,000 in additional borrowing capacity under the amended New Credit Facility.

In connection with the Amendments, the Company has retained a financial advisor to review the Company’s existing business plan and make recommendations in the form of a revised business plan. If the Company meets certain milestones as determined by the Term Loan lender after its review of such plan, up to $1,000,000 may be released from the Cash Collateral Account to the Company. The Company’s obligations under each of the New Credit Facility and the Term Loan, as amended, continue to be guaranteed by the Company’s U.S. subsidiaries and are secured by a first priority lien on substantially all assets of the Company and the guarantors. Each of the Amendments contains certain customary representations, warranties and covenants.

In connection with the Amendments, the Company received the proceeds of a $1,000,000 subordinated loan (the “Loan”) from GFCM. The amendment increases the aggregate amount previously loaned by GFCM to the Company from $5,500,000 to $6,500,000. All principal and interest on the Promissory Note will be due and payable at maturity on January 30, 2019. All other terms of the original Promissory Note remain in place.

On March 9, 2016, Sypris Technologies Mexico, S. de R.L. de C.V. (“Seller”), a subsidiary of the Company, concluded its sale of the Toluca property pursuant to an agreement with Promotora y Desarrolladora Pulso Inmobiliario, S.C. (together with its affiliates and assignees, “Buyer”) for 215,000,000 Mexican Pesos, or approximately, $12,100,000 in U.S. currency. Simultaneously, the Seller and the Buyer entered a long-term lease of the 9 acres currently occupied by Seller and needed for its ongoing business in Toluca (collectively, the “Toluca Sale-Leaseback”)

In connection with the Term Loan Amendment noted above, the Company had agreed to deposit $6,000,000 of the proceeds of the Toluca Sale-Leaseback into a Cash Collateral Account, to be held for one year as additional collateral for the Term Loan, and this deposit was made on March 9, 2016.

On March 9, 2016, the Term Loan lender also consented to the Toluca Sale-Leaseback

and released all liens on the assets associated with that sale.