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Quotes & Info
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| AHPI > SEC Filings for AHPI > Form 8-K on 18-Nov-2009 | All Recent SEC Filings |
18-Nov-2009
Entry into a Material Definitive Agreement
Effective as of November 13, 2009, Allied Healthcare Products, Inc. (the
"Company") terminated its revolving credit facility arrangement with Bank of
America, N.A., as successor to LaSalle Bank National Association (the "Old
Credit Agreement"). The Old Credit Agreement provided for borrowings of up to
$10,000,000 and was available through September 1, 2010. No loans were
outstanding under the Old Credit Agreement as of November 13, 2009.
On November 17, 2009, in order to obtain long term financing, the Company
entered into that certain Loan and Security Agreement by and between Enterprise
Bank & Trust and the Company (the "New Credit Agreement") pursuant to which the
Company obtained a secured revolving credit facility with borrowing availability
of up to $7,500,000 (the "New Credit Facility"). The Company's obligations under
the New Credit Facility are secured by certain assets of the Company pursuant to
the terms and subject to the conditions set forth in the New Credit Agreement.
The Company also paid a closing fee of $20,000 in order to obtain the New Credit
Facility.
The New Credit Facility will be available on a revolving basis until it
expires on November 17, 2010, at which time all amounts outstanding under the
New Credit Facility will be due and payable. Advances under the New Credit
Facility will be made pursuant to that certain Revolving Credit Note (the
"Promissory Note") executed by the Company in favor of Enterprise Bank & Trust.
Such advances will bear interest at a rate equal to .50% in excess of Enterprise
Bank & Trust's prime-rate based interest rate for commercial loans, subject to a
minimum annual interest rate of 4.50%. Interest is computed based on the actual
number of days elapsed over a year of 360 days. Advances may be prepaid in whole
or in part without premium or penalty.
Under the New Credit Agreement, advances are generally subject to customary
borrowing conditions. The New Credit Agreement also contains covenants with
which the Company must comply during the term of the New Credit Facility. Among
other things, such covenants restrict the Company's ability to incur certain
additional debt; make specified restricted payments, dividends and capital
expenditures; authorize or issue capital stock; enter into certain transaction
with affiliates; consolidate or merge with or acquire another business; sell
certain of its assets or dissolve or wind up the Company. The New Credit
Agreement also contains certain events of default that are customary for
financings of this type including, without limitation: the failure to pay
principal, interest, fees or other amounts when due; the breach of specified
representations or warranties contained in the loan documents; cross-default
with certain other indebtedness of the Company; the entry of uninsured judgments
that are not bonded or stayed; failure to comply with the observance or
performance of specified agreements contained in the loan documents;
commencement of bankruptcy or other insolvency proceedings; and the failure of
any of the loan documents entered into in connection with the New Credit
Facility to be in full force and effect. After an event of default, and upon the
continuation thereof, the principal amount of all loans made under the New
Credit Facility would bear interest at a rate per annum equal to 4.00% above the
otherwise applicable interest rate (provided, that the interest rate may not
exceed the highest rate permissible under law), and the lender would have the
option to accelerate maturity and payment of the Company's obligations under the
New Credit Facility.
As of the date of this Current Report on Form 8-K, the Company has no
borrowings outstanding under the New Credit Facility.
The foregoing summary of the New Credit Facility, including the New Credit
Agreement and the Promissory Note, is qualified in its entirety by reference to
the New Credit Agreement and the Promissory Note, a copy of which is filed
herewith as Exhibit 99.1 and Exhibit 99.2, respectively, and incorporated by
reference herein.
Item 1.02 Termination of a Material definitive Agreement.
The information related to the Old Credit Agreement discussed under Item 1.01 set forth above is hereby incorporated by reference into this Item 1.02. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information related to the New Credit Facility discussed under Item 1.01 set forth above is hereby incorporated by reference under this Item 2.03. Item 9.01 Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits.
Exhibit
Number Description
99.1 Loan and Security Agreement, dated November 17, 2009, by and between the
Allied Healthcare Products, Inc. and Enterprise Bank & Trust.
99.2 Revolving Credit Note, dated November 17, 2009, executed by Allied
Healthcare Products, Inc. in favor of Enterprise Bank & Trust.
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