Atrion Corporation (NASDAQ:ATRI) Files An 8-K Entry into a Material Definitive Agreement

Atrion Corporation (NASDAQ:ATRI) Files An 8-K Entry into a Material Definitive Agreement

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Item 1.01. Entry into a Material Definitive Agreement.

On February 28, 2017, Atrion Corporation (the Company) entered
into a Credit Agreement (the Credit Agreement) with Wells Fargo
Bank, National Association (Wells Fargo), as lender. The Credit
Agreement provides for a $75.0 million revolving credit facility
with an uncommitted feature allowing for the Company to request
increases to the revolving credit commitment of up to $50.0
million in the aggregate. The Credit Agreement replaces the Loan
and Security Agreement dated November 12, 1999, as amended, by
and among the Company, Atrion Medical Products, Inc.,
Halkey-Roberts Corporation, Quest Medical, Inc., AlaTenn Pipeline
Company, Inc., Atrion Leasing Company, Inc., Atrion
International, Inc., and SouthTrust Bank, National Association,
which was terminated on February 28, 2017.

The Credit Agreement will mature on February 28, 2022. Borrowings
under the Credit Agreement will bear interest at a rate per annum
equal to an agreed applicable margin plus, at Company’s
election, a prime rate equivalent equal to the Base Rate, a LIBOR
Rate or a LIBOR Market Index Rate. For purposes of the Credit
Agreement, Base Rate is defined as the highest of (a) the rate of
interest per annum publicly announced from time to time by Wells
Fargo as its prime rate, (b) the Federal Funds Rate plus 0.50%
and (c) the LIBOR Market Index Rate plus 1%. LIBOR Market Index
Rate means the daily floating LIBOR Rate for an interest period
of one month. For borrowings that bear interest at the Base Rate,
the applicable margin ranges from 0% to 0.75%. For borrowings
that bear interest at the LIBOR Rate and the LIBOR Market Index
Rate, the applicable margin ranges from 0.875% to 1.75%. The
Credit Agreement also provides for a commitment fee applicable to
the unused portion of the revolving credit facility ranging from
0.05% to 0.20%, payable in arrears on the last business day of
each calendar quarter.

The payment and performance of the obligations under the Credit
Agreement are guaranteed by the Companys subsidiaries, Atrion
Medical Products, Inc., Halkey-Roberts Corporation, Quest
Medical, Inc., Atrion Leasing Company, LLC and AlaTenn Pipeline
Company, LLC (collectively, the Subsidiaries), each of which has
executed and delivered a Guaranty Agreement with Wells Fargo,
dated as of February 28, 2017 (the Guaranty Agreement).

As provided in a Collateral Agreement dated as of February 28,
2017, by and among the Company, the Subsidiaries and Wells Fargo
(the Collateral Agreement), the obligations under the Credit
Agreement are secured by a continuing security interest in the
receivables, certain equipment, inventory, supporting
obligations, and books and records relating to any of the
foregoing of the Company and the Subsidiaries.

The Credit Agreement contains customary affirmative and negative
covenants for credit facilities of this type, including, among
other things, a maximum consolidated total leverage ratio, a
maximum consolidated senior secured leverage ratio, a minimum
consolidated fixed charge coverage ratio, and a minimum
consolidated net income as well as limitations on the use of
proceeds of revolving credit loans, certain investments and asset
dispositions and certain fundamental changes.

The Credit Agreement contains customary events of default,
subject to certain exceptions and grace periods.

The foregoing description of the Credit Agreement, the Guaranty
Agreement and the Collateral Agreement does not purport to be
complete and is qualified in its entirety by reference to the
full text of those documents which are filed as Exhibits 10.1,
10.2 and 10.3, respectively, to this Current Report on Form 8-K
and are incorporated herein by reference.

Item 1.02. Termination of a Material Definitive
Agreement.

The information set forth in Item 1.01 of this Current Report on
Form 8-K is incorporated into this Item 1.02 by reference.

In addition to the Company’s ongoing relationship with Wells
Fargo under the Credit Agreement, the Company has a commercial
banking relationship with Wells Fargo, and Wells Fargo has from
time to time provided advisory and other services to the Company
for which it has received customary fees.

Item 2.03. Creation of a Direct Financial Obligation or
an Obligation under an Off-Balance Sheet Arrangement of a
Registrant.

The information set forth in Item 1.01 of this Current Report on
Form 8-K is incorporated into this Item 2.03 by reference.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits

10.1

Credit Agreement dated as of February 28, 2017 by and
between Atrion Corporation, as Borrower, and Wells Fargo
Bank, National Association, as Lender.

10.2 Guaranty Agreement dated as of February 28, 2017 made by
certain Subsidiaries of Atrion Corporation in favor of Wells
Fargo Bank, National Association, as lender.
10.3 Collateral Agreement dated as of February 28, 2017 among
Atrion Corporation, certain Subsidiaries of Atrion
Corporation and Wells Fargo Bank, National Association, as
lender.


About Atrion Corporation (NASDAQ:ATRI)

Atrion Corporation (Atrion) is engaged in developing and manufacturing products, primarily for medical applications. The Company’s medical products range from fluid delivery devices to ophthalmic and cardiovascular products. Its fluid delivery products include valves that promote infection control and needle safety. It has developed a range of valves designed to fill, hold and release controlled amounts of fluids or gasses on demand for use in various intubation, intravenous, catheter and other applications in areas, such as anesthesia and oncology. Its cardiovascular product, MPS2 Myocardial Protection System (MPS2), is the system used in open-heart surgery that delivers fluids and medications, mixes critical drugs and controls temperature, pressure and other variables. Atrion is a manufacturer of specialized medical devices that disinfect contact lenses. Its other medical and non-medical product lines consist of instrumentation and associated disposables.

Atrion Corporation (NASDAQ:ATRI) Recent Trading Information

Atrion Corporation (NASDAQ:ATRI) closed its last trading session down -3.05 at 489.75 with 3,315 shares trading hands.

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