Home

Intelligence

Services

Subscriptions

News

About Us

Sign In

 

Document Preview

Credit Agreement and Waiver

 

Click "Add to Cart" button to purchase document. 
Documents are emailed immediately after purchase. 
You can also browse documents by
title, category, or company... or click here for help finding documents.

 

Title:

Credit Agreement and Waiver

Entities:

CryoLife, Inc.; Horizon Medical Products Inc.; Bank of America, NA

Date:

2000

Size:

Preview shows 6KB of 30KB total

Price:

$39

ID:

#933006

 

 

► Legal ► Waiver ► Agreements ► Credit Agreements & Waivers
► Financial ► Money Center Banks
► Healthcare ► Medical Equipment & Supplies

 

 

Start of Preview


                     FIFTH AMENDMENT TO AMENDED AND RESTATED

CREDIT AGREEMENT AND WAIVER

THIS FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND
WAIVER made and entered into as of August 14, 2000, by and among HORIZON MEDICAL
PRODUCTS, INC., a Georgia corporation (the "COMPANY"), HORIZON ACQUISITION
CORP., STRATO/INFUSAID, INC. AND STEPIC CORPORATION (collectively "GUARANTORS"
or "SUBSIDIARIES") the Lenders signatory to the Credit Agreement referred to
below (the "LENDERS"), AND BANK OF AMERICA, N.A., SUCCESSOR TO BANC OF AMERICA
COMMERCIAL FINANCE CORPORATION, formerly known as NationsCredit Commercial
Corporation, as Agent for the Lenders (the "Agent").

STATEMENT OF FACTS

A. The Company, the Lenders and the Agent are parties to the Amended
and Restated Credit Agreement, dated as of May 26, 1998, as amended by the First
Amendment to Amended and Restated Credit Agreement dated as of November 11,
1998, and the Second Amendment to Amended and Restated Credit Agreement and
Waiver dated as of March 31, 1999 and the Third Amendment to the Amended and
Restated Credit Agreement and Waiver dated March 29, 2000 and the Fourth
Amendment to the Amended and Restated Credit Agreement and Waiver dated June 6,
2000 (the "CREDIT AGREEMENT"; capitalized terms used in this Amendment and not
otherwise defined herein have the meanings given in the Credit Agreement, as
amended hereby), whereby the Lenders have agreed to make certain loans and other
financial accommodations to the Company, subject to the terms and conditions
contained in the Credit Agreement.

B. The Company has requested that the Agent and the Lenders agree to
modify certain terms of the Credit Agreement and that the Agent and the Lenders
grant certain waivers relating to the Credit Agreement, and the Agent and the
Lenders are willing to agree to such modifications and to grant certain waivers,
subject to the terms and conditions of this Amendment.

STATEMENT OF TERMS

NOW, THEREFORE, in consideration of the premises and mutual covenants
contained herein, and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:

1. WAIVER OF CERTAIN DEFAULTS OR EVENTS OF DEFAULT. Subject to the terms
and conditions of this Amendment, the Lenders hereby waive any Default or Event
of Default arising solely by reason of the Company's failure, for the test
periods ending on or before July 31, 2000, to be in compliance with the
covenants contained in the following Sections, as in effect prior to this
Amendment:


<PAGE> 2

(i) Section 6.13 (Minimum Net Worth)
(ii) Section 6.15 (Total Debt Coverage Ratio);
(iii) Section 6.16 (Leverage);
(iv) Section 6.17 (Minimum EBITDA);
(v) Section 6.18 (Interest Coverage); and
(vi) Section 6.19 (Debt to Capitalization).

2. AMENDMENT TO CREDIT AGREEMENT. Subject to the terms and conditions of
this Amendment, the Credit Agreement is hereby amended as follows:

(a) Section 6.15 is amended by deleting the phrase "The Company
shall not permit the ratio on the last day of any fiscal quarter" in the first
sentence of said section and inserting in lieu thereof the phrase "The Company
shall not permit the ratio on the last day of any calendar month..." and by
deleting the phrase "except for the fiscal quarter ending December 31, 2000, for
which the Company shall not permit such ratio to be less than 1. 15 to 1.0" at
the end of said section and inserting in lieu thereof the phrase "except for the
calendar months ending October 31, November 30 and December 31, 2000, for which
the Company shall not permit such ratio to be less than 1. 15 to 1.0.

(b) Section 6.16 of the Credit Agreement is amended to read as
follows:

SECTION 6.16. Leverage. At no time shall the ratio of
(i) Consolidated Total Debt at such time to (ii) Adjusted
EBITDA for the twelve consecutive calendar months then most
recently ended (considered as a single accounting period;
provided that for the purposes of compliance on any date prior
to the date that twelve consecutive calendar months have
elapsed since the Initial Closing Date, Adjusted EBITDA for
the relevant period shall equal the sum of Adjusted EBITDA for
twelve consecutive calendar months completed since the Initial
Closing Date, annualized), exceed 3.50 to 1.0; provided
further that during the Fiscal Years ending December 31, 1999
and December 31, 2000, the ratio of (i) Consolidated Total
Debt at such time to (ii) EBITDA for the twelve consecutive
calendar months then most recently ended shall not exceed the
ratio set forth below for the periods occurring during such
Fiscal Year:

<TABLE>
<CAPTION>
Period Ratio
------ -----
<S> <C>
January 1, 1999 through June 30, 1999 4.00 : 1.00
July 1, 1999 through December 31, 1999 3.75 : 1.00
January 1, 2000 through March 31, 2000 4.40 : 1.00
April 1, 2000 through June 30, 2000 4.10 : 1.00
Each calendar month for the period from
July 1, 2000 through September 30, 2000 3.75 : 1.00

 

End of Preview

 

Home        Intelligence        Services        Subscriptions        News        About Us

Contact Us       Terms of Use       Resend Documents       Shopping Cart

Copyright © 2008 The Consus Group LLC