Attached files
| file | filename |
|---|---|
| EX-10.1 - WAIVER NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT - MEDICAL ACTION INDUSTRIES INC | d361767dex101.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): May 31, 2012
MEDICAL ACTION INDUSTRIES INC.
(Exact name of registrant as specified in its charter)
| Delaware | 0-13251 | 11-2421849 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) | ||
| 500 Expressway Drive South, Brentwood, New York |
11717 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number including area code (631) 231-4600
N/A
(Former name or former address, if changed since last report)
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement.
Waiver in Respect of Agreements Governing Principal Credit Facilities
On May 31, 2012, Medical Action Industries Inc., a Delaware Corporation (the “Company”), entered into Waiver No. 2 (the “Waiver”) to its Amended and Restated Credit Agreement, dated as of August 27, 2010, with various lenders (the “Lenders”) and JPMorgan Chase Bank, N. A. as Administrative Agent (as amended, the “Credit Agreement”).
The Waiver, which is dated as of May 31, 2012, is being furnished as an exhibit to this Form 8-K, and is incorporated by reference into this Item 1.01.
Amongst other matters, which are fully described in the exhibit, the Lenders agreed to waive certain defaults under the Credit Agreement that the Company expects would otherwise occur with respect to the Maximum Leverage Ratio and Fixed Charge Coverage Ratio. The Waiver expires on the earliest of: (i) June 29, 2012; (ii) a failure by the Company to provide weekly cash flow projections on a rolling thirteen-week basis; (iii) any date upon which the aggregate Revolving Credit Exposure exceeds $21,670,000; and (iv) the occurrence or identification of any other Event of Default under the Credit Agreement.
The Waiver also provides that the Applicable Margin and Unused Fee Rate grids set forth in the Credit Agreement are replaced with (i) new Applicable Margins of 4.00% for Adjusted LIBOR Loans and 3.00% for Alternate Base Rate Loans and (ii) a new Unused Fee Rate of 0.625%.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
10.1 Waiver No. 2 to Amended and Restated Credit Agreement, dated as of May 31, 2012, by and among Medical Action Industries Inc., various lenders and JPMorgan Chase Bank, N.A., as Administrative Agent.
The information in this Form 8-K is being furnished under Item 12 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of such Section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
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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 thereunto duly authorized.
MEDICAL ACTION INDUSTRIES INC.
| By: | /s/ John Sheffield | |
| John Sheffield | ||
| Chief Financial Officer | ||
Dated: May 31, 2012
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