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EX-10.1 - EX-10.1 - IASIS Healthcare LLCd490938dex101.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): February 25, 2013 (February 20, 2013)

 

 

IASIS HEALTHCARE LLC

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   333-117362   20-1150104

(State or other jurisdiction

of organization)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

117 Seaboard Lane, Building E

Franklin, Tennessee

  37067
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (615) 844-2747

Not Applicable

(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.

On February 20, 2013, IASIS Healthcare LLC (“IASIS” or the “Company”) entered into an amendment ( “Amendment No. 1”) by and among the Company, certain of its subsidiaries, IASIS Healthcare Corporation (“IAS”), the parent company of IASIS, Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender and the lenders party thereto of its Amended and Restated Credit Agreement dated as of May 3, 2011 (the “Existing Credit Agreement”) (the Existing Credit Agreement as so amended, the “Amended Credit Agreement”) among the Company, IAS, Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender and the lenders party thereto. The Amendment, among other things, provides for a reduction in the interest rate margin applicable to the term loans outstanding under the Amended Credit Agreement from (x) 3.75% per annum to 3.25% for LIBOR loans and (y) 2.75% per annum to 2.25% for base rate loans, (the “Repricing”). If the Company prepays term borrowings under the Amended Credit Agreement in connection with any repricing transaction within one year of February 20, 2013, the Company will be required to pay a premium of 1% of the principal amount so prepaid.

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to Amendment No. 1, attached hereto as Exhibit 10.1 and incorporated herein by reference.

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

The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit
Number

  

Exhibit

10.1    Amendment No. 1, dated as of February 20, 2013, among IASIS Healthcare LLC, IASIS Healthcare Corporation, the guarantors party thereto, Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender and the lenders party thereto and attached thereto as Exhibit A, the Amended and Restated Credit Agreement, dated as of May 3, 2011 as amended as of February 20, 2013, among IASIS Healthcare LLC, IASIS Healthcare Corporation, Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender and each lender from time to time party thereto.


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.

 

IASIS HEALTHCARE LLC
By:  

/s/ John M. Doyle

  John M. Doyle
  Chief Financial Officer

Date: February 25, 2013


EXHIBIT INDEX

 

Exhibit

Number

  

Description

10.1    Amendment No. 1, dated as of February 20, 2013, among IASIS Healthcare LLC, IASIS Healthcare Corporation, the guarantors party thereto, Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender and the lenders party thereto and attached thereto as Exhibit A, the Amended and Restated Credit Agreement, dated as of May 3, 2011 as amended as of February 20, 2013, among IASIS Healthcare LLC, IASIS Healthcare Corporation, Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender and each lender from time to time party thereto.