Attached files
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| EX-10.5 - HI TECH PHARMACAL CO INC | v187367_ex10-5.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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) June
1, 2010
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HI-TECH PHARMACAL CO.,
INC.
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(Exact
Name of Registrant as Specified in Its Charter)
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Delaware
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(State
or Other Jurisdiction of
Incorporation)
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No. 0-20424
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11-2638720
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(Commission
File Number)
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(IRS
Employer Identification No.)
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369 Bayview Avenue, Amityville, New
York
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11701
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(631) 789-8228
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(Registrant’s
Telephone Number, Including Area Code)
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(Former
Name or Former Address, if Changed Since Last
Report)
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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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Hi-Tech Pharmacal Co., Inc. (the
“Company”) entered into a Revolving Credit Agreement, dated as of May 27,
2010, by and between the Company and JPMorgan Chase (the “Lender”) (the
“Revolving Credit Agreement”) effective as of June 1, 2010. The
Revolving Credit Agreement permits the Company to borrow up to $10,000,000 for,
among other things within certain sublimits, general corporate purposes,
acquisitions, research and development projects and future stock repurchase
programs. Loans shall bear interest at a rate equal to, at the
Company’s option, in the case of a CB Floating Rate Loan, as defined in the
Revolving Credit Agreement, the Prime Rate, as defined in the Revolving Credit
Agreement; provided that, the CB Floating Rate shall never be less than the
Adjusted One Month LIBOR Rate, or for a LIBOR Loan, at a rate equal to the
Adjusted LIBOR Rate plus the Applicable Margin, as such terms are defined in the
Revolving Credit Agreement. The Revolving Credit Agreement contains
covenants customary for agreements of this type, including covenants relating to
a liquidity ratio, a debt service coverage ratio and a minimum consolidated net
income. Borrowings under the Revolving Credit Agreement mature on May
27, 2013.
If an event of default under the
Revolving Credit Agreement shall occur and be continuing, the commitments under
the Revolving Credit Agreement may be terminated and the principal amount
outstanding under the Revolving Credit Agreement, together with all accrued
unpaid interest and other amounts owing under the Revolving Credit Agreement and
related loan documents, may be declared immediately due and
payable.
The foregoing summary of the Revolving
Credit Agreement is qualified in its entirety by reference to the text of the
Revolving Credit Agreement, which is included as Exhibit 10.5 hereto and
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 Company entered into the Revolving
Credit Agreement, as of May 27, 2010, effective as of June 1, 2010,
the material terms and conditions of which are described in Item 1.01 of this
Current Report on Form 8-K and are 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
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Exhibit No.
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Description of Exhibit
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10.5
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Revolving
Credit Agreement, dated as of May 27, 2010, between Hi-Tech Pharmacal Co.,
Inc., as Borrower, and JPMorgan Chase Bank, N.A., as
Bank
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SIGNATURES
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 hereunto
duly authorized.
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Date: June
3, 2010
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HI-TECH
PHARMACAL CO., INC.
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/s/William Peters
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Name:
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William
Peters
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Title:
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Vice
President and Chief Financial
Officer
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2
EXHIBIT INDEX
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Exhibit No.
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Exhibit Description
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Exhibit
10.5
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Revolving
Credit Agreement, dated as of May 27, 2010, between Hi-Tech Pharmacal Co.,
Inc., as Borrower, and JPMorgan Chase Bank, N.A., as
Bank
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