BIOANALYTICAL SYSTEMS, INC. (NASDAQ:BASI) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Definitive Agreement.
In furtherance of Bioanalytical Systems, Inc.’s (the “Company”) previously disclosed intention to expand the Company’s toxicology facility in Mt. Vernon, Indiana, on September 28, 2018 the Company and First Internet Bank (“FIB”) entered into an amendment (the “Third Amendment”) to the Credit Agreement by and between the parties dated June 23, 2017, as amended July 2, 2018 and September 6, 2018 (as amended, the “Credit Agreement”) to provide the Company a construction draw loan in a principal amount not to exceed $4,445,000 and an equipment draw loan in a principal amount not to exceed $1,429,250 (collectively, the “Loans”). Each Loan matures March 28, 2025.
Subject to certain conditions precedent, each Loan permits the Company to obtain advances aggregating up to the maximum principal amount available for such Loan through March 28, 2020. Amounts outstanding under the Loans bear interest at a fixed per annum rate of 5.20%. Each Loan requires monthly payments of accrued interest on amounts outstanding through March 28, 2020, and thereafter monthly payments of principal and interest on amounts then outstanding through maturity.
Following the execution of the Third Amendment, the Company’s obligations under the Credit Agreement (including with respect to the Loans) remain guaranteed by BAS Evansville, Inc. (“BASEV”), and Seventh Wave Laboratories, LLC (“SWL”). The Company’s obligations under the Credit Agreement and BASEV’s and SWL’s obligations under their respective Guaranties are secured by first priority security interests in substantially all of the assets of the Company, BASEV, and SWL, respectively, as well as mortgages on the Company’s and BASEV’s facilities in West Lafayette, Indiana and Evansville, Indiana, respectively. The various restrictive covenants under the Credit Agreement remain substantially consistent, provided that the parties agreed to modify the computation of the minimum debt service coverage ratio (but, not the ratio itself) to exclude certain unfunded capital expenditures related to building expansion costs incurred during fiscal 2018 and 2019 from the computation.
The foregoing description of the Third Amendment does not purport to be complete and is qualified in its entirety by the terms and conditions of the Third Amendment, a copy of which is filed as an exhibit to this Form 8-K.
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 with respect to the Third Amendment is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
BIOANALYTICAL SYSTEMS INC ExhibitEX-10.1 2 tv504248_ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 THIRD AMENDMENT TO CREDIT AGREEMENT THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”),…To view the full exhibit click here
About BIOANALYTICAL SYSTEMS, INC. (NASDAQ:BASI)
Bioanalytical Systems, Inc. (BASi) is a contract research organization (CRO) providing drug discovery and development services and analytical instruments. The Company operates through two segments: contract research services and research products. Its contract research services segment provides research and development support on a contract basis directly to pharmaceutical companies. Its research products segment provides liquid chromatography, electrochemical and physiological monitoring products to pharmaceutical companies, universities, government research centers and medical research institutions. Its Culex family of robotic automated dose delivery, blood and other biofluids sampling and physiological parameters measurement systems enable researchers to determine pharmacokinetic/pharmacodynamic (PK/PD) profiles of drugs in large and small animal models. The Company’s bioanalytical services group supports research, preclinical and clinical programs.