On May 23, 2019, CSS Industries, Inc. and certain of its subsidiaries entered into a Second Amendment to its Credit Agreement, dated March 7, 2019, with JPMorgan Chase Bank, N.A., as administrative agent, and Bank of America, N.A. and KeyBank National Association, as lenders. The Amendment reduces the aggregate principal amount of the revolving credit facility provided for in the Credit Agreement from $125 million to $100 million. Availability under the Revolving Credit Facility is now equal to the lesser of $100 million or a Borrowing Base, in each case minus (i) revolving loans outstanding and (ii) $15 million until the Agent’s receipt of a compliance certificate demonstrating compliance with the following financial covenants: Commencing with the twelve-month period ending March 31, 2020, the Borrowers will not permit the Fixed Charge Coverage Ratio (as defined in the Credit Agreement), as of the end of any calendar month, to be less than 1.00 to 1.00. 2. Commencing with the month ended April 30, 2019 and continuing until the calendar month ending March 31, 2020, the Borrowers shall have, at the end of each calendar month during such period, EBITDA for the corresponding period (which such period shall be based on a cumulative monthly build-up commencing with the month ended April 30, 2019) then ending of not less than the corresponding amount set forth on a schedule to the Credit Agreement. 3. Capital Expenditures (as defined in the Credit Agreement) of the Borrowers and their Subsidiaries shall not exceed $8 million for the fiscal year ending March 31, 2020.