Attached files
| file | filename |
|---|---|
| EX-10.1 - RadNet, Inc. | v207768_ex10-1.htm |
| EX-10.6 - RadNet, Inc. | v207768_ex10-6.htm |
| EX-10.4 - RadNet, Inc. | v207768_ex10-4.htm |
| EX-10.9 - RadNet, Inc. | v207768_ex10-9.htm |
| EX-10.2 - RadNet, Inc. | v207768_ex10-2.htm |
| EX-10.5 - RadNet, Inc. | v207768_ex10-5.htm |
| EX-10.8 - RadNet, Inc. | v207768_ex10-8.htm |
| EX-10.3 - RadNet, Inc. | v207768_ex10-3.htm |
| EX-10.7 - RadNet, Inc. | v207768_ex10-7.htm |
| EX-10.10 - RadNet, Inc. | v207768_ex10-10.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): January 10, 2011
RadNet,
Inc.
(Exact
name of registrant as specified in its charter)
|
Delaware
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0-19019
|
13-3326724
|
||
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(State
or other jurisdiction
of
incorporation)
|
(Commission
File Number)
|
(IRS
Employer
Identification
Number)
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1510
Cotner Avenue
Los
Angeles, California 90025
(Address
of Principal Executive Offices) (Zip Code)
(310) 478-7808
(Registrant’s
Telephone Number, Including Area Code)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General
Instruction A.2. below):
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 1.01
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Entry
Into a Material Definitive
Agreement.
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On
January 10, 2011, pursuant to that certain Indenture (the “Indenture”),
dated as of April 6, 2010, by and among RadNet, Inc., a Delaware corporation,
Radnet Management, Inc., a California corporation (“Radnet Management”), U.S.
Bank National Association, as Trustee, and each of the guarantors party thereto,
the following wholly owned subsidiaries (the “Guarantor Subsidiaries”) of Radnet
Management entered into Supplemental Indentures (collectively, the “Supplemental
Indentures”): (i) Image Medical Corporation, LLC, a Delaware corporation; (ii)
eRad, Inc., a Pennsylvania corporation; (iii) East Bergen Imaging, LLC, a New
Jersey limited liability company; (iv) Progressive Medical Imaging of
Bloomfield, LLC, a New Jersey limited liability company; (v) Progressive Medical
Imaging of Hackensack, LLC, a New Jersey limited liability company; (vi)
Progressive Medical Imaging of Union City, LLC, a New Jersey limited liability
company; (vii) Progressive X-Ray of Englewood, LLC, a New Jersey limited
liability company; (viii) Progressive X-Ray of Kearney, LLC, a New Jersey
limited liability company; (ix) Imaging On Call, LLC, a New York limited
liability company; and (x) Advanced NA, LLC, a Delaware limited liability
company.
Pursuant
to the Supplemental Indentures, the Guarantor Subsidiaries unconditionally
guaranteed the $200,000,000 aggregate principal amount of 10⅜% Senior Notes due
2018 issued by Radnet Management under the Indenture.
The
description of the Supplemental Indentures contained herein is qualified in its
entirety by reference to the Supplemental Indentures, copies of which are filed
herewith as Exhibits 10.1, 10.2, 10.3, 10.4, 10.5, 10.6, 10.7, 10.8, 10.9 and
10.10 and are incorporated herein by reference.
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Item 2.03
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Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant.
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The
information set forth above under Item 1.01 of this Current Report on
Form 8-K is hereby incorporated by reference into this
Item 2.03.
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Item 9.01
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Financial
Statements and Exhibits.
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(d) Exhibits.
The
following exhibits are attached to this Current Report on
Form 8-K:
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Exhibit No.
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Description
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||
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10.1
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Supplemental
Indenture, dated as of January 10, 2011, among Image Medical Corporation,
LLC, Radnet Management, Inc., RadNet, Inc., U.S. Bank and the other
parties named therein.
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||
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10.2
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Supplemental
Indenture, dated as of January 10, 2011, among eRad, Inc., Radnet
Management, Inc., RadNet, Inc., U.S. Bank and the other parties named
therein..
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10.3
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Supplemental
Indenture, dated as of January 10, 2010, among East Bergen Imaging, LLC,
Radnet Management, Inc., RadNet, Inc., U.S. Bank and the other parties
named therein.
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10.4
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Supplemental
Indenture, dated as of January 10, 2011, among Progressive Medical Imaging
of Bloomfield, LLC, Radnet Management, Inc., RadNet, Inc., U.S. Bank and
the other parties named therein.
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10.5
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Supplemental
Indenture, dated as of January 10, 2011, among Progressive Medical Imaging
of Hackensack, LLC, Radnet Management, Inc., RadNet, Inc., U.S. Bank and
the other parties named therein.
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10.6
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Supplemental
Indenture, dated as of January 10, 2011, among Progressive Medical Imaging
of Union City, LLC, Radnet Management, Inc., RadNet, Inc., U.S. Bank and
the other parties named therein.
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10.7
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Supplemental
Indenture, dated as of January 10, 2011, among Progressive X-Ray of
Englewood, LLC, Radnet Management, Inc., RadNet, Inc., U.S. Bank and the
other parties named therein.
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10.8
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Supplemental
Indenture, dated as of January 10, 2011, among Progressive X-Ray of
Kearney, LLC, Radnet Management, Inc., RadNet, Inc., U.S. Bank and the
other parties named therein.
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10.9
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Supplemental
Indenture, dated as of January 10, 2011, among Imaging On Call, LLC,
Radnet Management, Inc., RadNet, Inc., U.S. Bank and the other parties
named therein.
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10.10
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Supplemental
Indenture, dated as of January 10, 2011, among Advanced NA, LLC, Radnet
Management, Inc., RadNet, Inc., U.S. Bank and the other parties named
therein.
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereto
duly authorized.
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RADNET,
INC.
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By:
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/S/
JEFFREY L. LINDEN
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Name:
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Jeffrey
L. Linden
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Title:
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Executive
Vice President and General Counsel
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Date:
January 11, 2011