ANGIODYNAMICS INC: Entering into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Registrant Arrangement, Financial Statements and supporting documents (Form 8-K)

Section 1.01 – Entering into a Material Definitive Agreement.

On August 30, 2022, AngioDynamics, Inc. (“AngioDynamics” or the “Company”) has repaid all outstanding amounts under its existing Credit Agreement (as defined below) and entered into a new Credit Agreement (the “Credit Agreement”) with the lenders parties thereto, JPMorgan Chase Bank, North America., as administrative agent, Bank of America, North America. and National KeyBank Associationas co-syndication agents and
JPMorgan Chase Bank North America., as sole bookrunner and sole lead manager.

The Credit Agreement provides for (a) a $75 million secured revolving credit facility (the “Revolving Facility”) with a maturity date of August 30, 2027 (the “Maturity Date”) and (b) a $30 million term loan commitment in a maximum of six (6) separate drawdowns up to March 1, 2024 (the “Term Facility”), which will be payable in equal quarterly installments of approximately 3.57% of the aggregate principal amount of the term loans actually funded, commencing on March 1, 2024, the balance being payable on the due date. The credit agreement also includes a no-commitment extension feature that allows AngioDynamic to increase the total of the revolving commitments and/or to add new tranches of term loans in each case by minimum tranches of $5 million and a total amount not exceeding $75 million. Proceeds from the revolving facility may be used to refinance certain existing indebtedness of AngioDynamic and its subsidiaries, to fund working capital requirements, and for general corporate purposes (including permitted stock acquisitions and buybacks), of AngioDynamic and its subsidiaries. Proceeds from the term facility may be used for general corporate purposes, including financing the manufacturing costs of Auryon laser capital AngioDynamic and its subsidiaries.

Interest on the Revolving Facility will be based, at AngioDynamics’ option, on a rate equal to (a) the forward SOFR rate plus 0.10% (subject to a floor of 0%) (“adjusted forward SOFR”) or (b) the alternative base rate (subject to a floor of 1%) (“ABR”), and in each case the margin applicable in this regard will be linked to AngioDynamics’ total leverage ratio, with adjusted term SOFR loans between 1.25% and 1.75% and ABR loans between 0.25 and 0.75%. The revolving facility will also carry a commitment fee of 0.20% to 0.25% per annum on the unused portion. Interest on the Term Facility will be based, at AngioDynamics’ option, at a rate equal to (a) the Adjusted Forward SOFR or (b) the ABR, and in each case the margin applicable thereto shall be based on AngioDynamics’ total leverage ratio, with adjusted term SOFR loans between 1.25% and 1.75% and ABR loans between 0.25 and 0.75%. The term facility will also carry a listing fee of 0.20% to 0.25% per annum on the daily amount of each lender’s term loan commitment.

AngioDynamics’ the obligations under the revolving facility are unconditionally, jointly and severally guaranteed by AngioDynamics’ significant wholly-owned direct and indirect national subsidiaries (the “Guarantors”). All obligations of AngioDynamic and the guarantors under the Revolving Facility are secured by first ranking security interests on substantially all of the assets of
AngioDynamic and Guarantors.

The credit agreement includes customary representations, warranties and covenants, as well as acceleration, indemnification and event of default clauses, including, among others, two financial covenants. A financial covenant requires AngioDynamic maintain, at the end of each of its fiscal quarters commencing with the fiscal quarter ended August 31, 2022, a fixed charge coverage ratio of at least 1.25 to 1.00. The other financial covenant requires AngioDynamic maintain, from

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end of each of its fiscal quarters commencing with the fiscal quarter ended
August 31, 2022a total leverage ratio not exceeding 3.00 to 1.00 (which, during certain periods following significant acquisitions, will increase to 3.50 to 1.00).

The above description is only a summary of the material terms of the Credit Agreement and is qualified in its entirety by the actual terms of the Credit Agreement, a copy of which is filed as Exhibit 10.1 hereof. current report on Form 8-K and incorporated herein by reference.

Section 1.02 – Termination of a Material Definitive Agreement.

On August 30, 2022, AngioDynamic used a portion of the borrowings available under the new credit agreement to repay all amounts due under AngioDynamics’
existing credit agreement, dated June 3, 2019the lenders being parties thereto, JP Morgran Chase Bank, NAas an administrative agent, Bank of America, North America. and National KeyBank Associationas co-syndication agents, and JPMorgan Chase Bank North America., as sole bookrunner and sole principal arranger (the “Existing Credit Agreement”), and therefore the Existing Credit Agreement has been terminated. In accordance with the terms of the existing credit agreement, AngioDynamic had the option to repay this facility prior to the maturity date without penalty.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 2.03 – Creation of a Direct Financial Obligation or Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

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Item 9.01 – Financial statements and supporting documents.

(d) Exhibits.

Exhibit No.     Description

  10.1          Credit Agreement, dated as of August 30, 2022, by and among
                AngioDynamics, Inc., the lenders party thereto, JPMorgan Chase
                Bank, N.A., as administrative agent, Bank of America, N.A. and
                KeyBank National Association as co-syndication agents and
                JPMorgan Chase Bank N.A., as sole bookrunner and sole lead
                arranger.



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