Quarterly report pursuant to Section 13 or 15(d)

Note 12 - Subsequent Events

v3.19.3
Note 12 - Subsequent Events
9 Months Ended
Sep. 30, 2019
Notes to Financial Statements  
Subsequent Events [Text Block]
1
2
.
Subsequent Events
 
Sixth Amendment to Credit Agreement
 
On
November 7, 2019,
the Company entered into the Sixth Amendment to the Credit Agreement. The Sixth Amendment amended the Credit Agreement to, among other things:
 
 
provide for a
2019
Capital Expenditure Loan Commitment of
$10.0
million (in addition to the existing Capital Expenditure Loan Commitment of
$8.0
million), which
may
be drawn upon until the earlier of the full commitment being advanced or
December 31, 2020 (
if the same is a Business Day, or if
not
then the immediately next succeeding Business Day), to be used solely to purchase Eligible Equipment to be used in the Borrowers’ business and in amounts
not
to exceed
90.0%
of the invoiced hard costs of such acquired equipment;
 
increase the Revolving Commitment to
$11.8
million;
 
revise the definition of EBITDA to include the following additional or revised add-back adjustments: (i)
one
-time charges in an aggregate amount
not
to exceed
$0.3
million and incurred prior to
December 31, 2019
relating to Borrower’s integration of business previously served by another major provider of electronic oncology pumps; (ii)
one
-time charges in an aggregate amount
not
to exceed
$0.3
million and incurred prior to
December 31, 2019
relating to Borrowers’ facility move; (iii) lease buyout expenses
not
to exceed: (
x
)
$0.1
million incurred on or prior to
December 31, 2018; (
y)
$0.2
million incurred after
December 31, 2018
but on or prior to
March 31, 2019;
and (z)
$0.2
million incurred after
September 30, 2019
but on or prior to
December 31, 2020;
and (iv) any other non-cash charges for such period (but excluding (A) any non-cash charge in respect to an item that was included in Net Income in a prior period and (B) any non-cash charge that relates to the write-down or write-off of Inventory, Medical Equipment Held for Sale or Rental and Medical Equipment in Rental Service in excess of
$0.5
million in any consecutive
twelve
month period);
 
revise the definition of Fixed Charge Coverage Ratio to mean, for any period, the ratio of (a) EBITDA minus Maintenance Capital Expenditures (defined to mean, for any period,
50.0%
of depreciation expense) to (b) Fixed Charges, all calculated for the Company and its Subsidiaries on a consolidated basis in accordance with GAAP;
 
revise the definitions of Revolving Credit Maturity Date and Term Maturity Date to mean the date
five
years after the Sixth Amendment Effective Date (if the same is a Business Day, or if
not
then the immediately next succeeding Business Day) and add a definition for the
2019
Capital Expenditure Loan Maturity Date to provide for the same maturity date;
 
reflect the refinancing of the Term A Loans, Term B Loans and Term C Loan as a single Term Loan on the Sixth Amendment Effective Date and, commencing on the last Business Day of
December 2019,
the consecutive quarterly principal installment payments will change to approximately
$1.2
million. This will change our future maturities of loans and other financing as follows: reduction of
$0.1
million for the remainder of
2019,
reduction of
$0.2
million in
2020,
reduction of
$20.7
million in
2021,
increase of
$4.6
million in
2022
and an increase of
$12.7
million in the
2023
and thereafter period; and  
 
 
 
revise Section
5.01
(e) of the Credit Agreement, which governs the Borrowers’ Financial Statements delivery to Lender, to provide that Borrowers shall deliver the Financial Statements (
x
) as soon as possible but in any event within
30
days of the end of each fiscal quarter of the Borrower, or within
30
days of the end of each calendar month if any Revolving Loans were outstanding in month, (y) in connection with, and prior to, requesting any Letter of Credit and (z) at such other times as
may
be requested by the Lender.
 
Segment Reporting
 
The Company is currently evaluating its internal financial reporting and the discrete financial measures utilized by the chief operating decision maker, which we expect to result in reportable segment disclosure for the year ended
December 31, 2019
or the
first
quarter ended
March 31, 2020.