UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): September 30, 2011
MedQuist Inc.
(Exact Name of Registrant as Specified in Charter)
New Jersey (State or Other Jurisdiction of Incorporation) |
0-19941 (Commission File Number) |
22-2531298 (I.R.S. Employer Identification No.) |
9009 Carothers Parkway
Franklin, Tennessee 37067
(Address of Principal Executive Offices) (Zip Code)
Franklin, Tennessee 37067
(Address of Principal Executive Offices) (Zip Code)
(866) 295-4600
(Registrants telephone number, including area code)
(Registrants telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
(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:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
As previously disclosed, MedQuist Inc. (the Company) and MedQuist Holdings Inc. entered into the
Credit Agreement, dated October 1, 2010 (the Credit Agreement) which, among other things,
provided for a $25 million revolving credit facility (the Revolving Facility). Also as
previously disclosed, the Credit Agreement was amended pursuant to a First Amendment to the Credit
Agreement, Waiver and Consent dated July 11, 2011 (the Amendment, and together with the Credit
Agreement, the Amended Agreement).
On September 30, 2011, the Company initiated a draw down of $22 million under the Revolving
Facility for general corporate purposes (the Advance). The Advance bears an interest rate of
7.75% per annum. With the Advance and all previous draw downs, the entire $25 million of the
Revolving Facility has been drawn upon and remains outstanding.
Amounts borrowed under the Revolving Facility (including the Advance) are due and payable, together
with all unpaid interest, fees and other obligations, no later than October 1, 2015, or earlier
upon exercise by the lenders under the Amended Agreement of their right to accelerate the due date
of obligations upon the occurrence of an event of default, as described in Section 9.2 of the
Credit Agreement.
The foregoing description is qualified in its entirety by reference to the full text of the Credit
Agreement attached as Exhibit 10.1 to Form 8-K filed with the Securities and Exchange Commission
(the SEC) on October 6, 2010 and the Amendment attached as Exhibit 10.1 of Form 8-K filed with
the SEC on July 12, 2011, each of which are incorporated by reference into this Item 2.03.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: September 30, 2011 | MedQuist Inc. |
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By: | /s/ Mark R. Sullivan | |||
Mark R. Sullivan | ||||
General Counsel and Chief Compliance Officer | ||||