NOBILIS HEALTH CORP. (TSE:NHC) Files An 8-K Entry into a Material Definitive Agreement
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
LIMITED WAIVER AND THIRD AMENDMENT TO CREDIT AGREEMENT
On January 7, 2019, Nobilis Health Corp. (the “Company”), an indirect subsidiary, Northstar Healthcare Acquisitions, L.L.C., as Borrower, and certain subsidiary guarantors entered into the Amendment No. 3 (the “Amendment”) and Second Limited Conditional Waiver (the “Waiver”) with respect to the Company’s Credit Agreement dated October 28, 2016, as amended (the “Credit Agreement”) with BBVA Compass Bank as Administrative Agent, LC Issuing Lender and Swingline Lender and other lenders party thereto (the “Lenders”). The Waiver and Amendment has an effective date of December 31, 2018. to the Waiver, the Lenders agreed to a limited waiver of certain specified defaults with respect to certain financial covenants, the execution and delivery of Pledge Agreement Supplements, the description of Pledged Interests of some Debtors, and the failure to join an indirect subsidiary of the Company to the Credit Agreement (collectively the “Specified Defaults”). The Waiver terminates on the earlier to occur of (a) an Event of Default other than the Specified Defaults, (b) any Loan Party’s actual knowledge of an Event of Default (other than the Specified Defaults and the Disputed Specified Defaults) that occurred prior to the Second Waiver Period and that has not been cured within three Business Days of a Loan Party obtaining actual knowledge of such Event of Default, and (c) January 11, 2019, after the earliest of which such Specified Defaults (and any Disputed Specified Default that is determined to be an event of Default) shall spring back into existence.
The Amendment modifies the definition of Applicable Margin by (1) increasing with respect to the Revolving Credit Facility and the Term A Loan Facility the Base Rate Loans from 3.75% to 4.75% per annum and the Eurodollar Rate Loans from 4.75% to 5.75% per annum, (2) increasing with respect to the Term B Loan Facility the Base Rate Loans from 5.75% to 6.75% per annum and the Eurodollar Rate Loans from 6.75% to 7.75% per annum, and (3) increasing the LC Fees from 4.75% to 5.75%.
This summary of the Waiver and the Amendment does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Waiver and the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
10.1 Amendment No. 3 to Credit Agreement and Waiver dated as of December 31, 2018 among NorthStar Healthcare Acquisitions, L.L.C., Nobilis Health Corp., NorthStar Healthcare Holdings, Inc, the other Loan Parties (as defined in the Credit Agreement) party hereto, Compass Bank (in its individual capacity, “Compass Bank”) in its capacity as Swingline Lender, LC Issuing Lender and Administrative Agent and the other Lenders.
INDEX TO EXHIBITS
Nobilis Health Corp. Exhibit
EX-10.1 2 executedsecondlimitedwai.htm EXHIBIT 10.1 executedsecondlimitedwai EXECUTION VERSION SECOND LIMITED CONDITIONAL WAIVER AND AMENDMENT NO. 3 TO CREDIT AGREEMENT SECOND LIMITED CONDITIONAL WAIVER AND AMENDMENT NO. 3 TO CREDIT AGREEMENT (this “Agreement”),…
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About NOBILIS HEALTH CORP. (TSE:NHC)
Nobilis Health Corp. (Nobilis) owns and manages healthcare facilities in the States of Texas and Arizona, consisting primarily of ambulatory surgery centers (ASCs) and acute-care and surgical hospitals. The Company’s segments include Medical Services, Marketing Services and Corporate. The Medical Services segment owns and manages approximately nine healthcare facilities in Texas and Arizona; over four hospitals, and approximately five ambulatory surgery centers. The Marketing Services segment provides marketing services, patient education services and patient care co-ordination management services. The Company provides care across a range of specialties in its facilities, including orthopedic surgery, podiatric surgery, pain management, gastro-intestinal, gynecology, and general surgery. Many of its surgical patients require additional complementary healthcare services, and its suite of ancillary services, including surgical assist, intraoperative neuromonitoring and anesthesia.