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EX-99.1 - EX-99.1 - ROTECH HEALTHCARE INC | d518286dex991.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): April 8, 2013
Rotech Healthcare Inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware | 000-50940 | 030408870 | ||
(State or other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
2600 Technology Drive, Suite 300, Orlando, Florida | 32804 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (407) 822-4600
(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 1.03 | Bankruptcy or Receivership |
On April 8, 2013, Rotech Healthcare Inc. (the Company), and its subsidiaries (the Subsidiaries, and together with the Company, the Debtors) filed voluntary petitions for relief (the Bankruptcy Filing) under chapter 11 of title 11 of the United States Bankruptcy Code (the Bankruptcy Code) in the United States Bankruptcy Court for the District of Delaware (the Bankruptcy Court), case number 13-10741. The Debtors will continue to operate their businesses as debtors-in-possession under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court.
The full text of the press release announcing the Bankruptcy Filing is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference herein.
Item 2.04 | Triggering Events That Accelerate Or Increase A Direct Financial Obligation Or An Obligation Under An Off-Balance Sheet Arrangement |
The Bankruptcy Filing described in Item 1.03 above constituted an event of default with respect to the following debt instruments (the Debt Documents):
| $23.5 million in aggregate principal amount under that certain Term Loan Credit Agreement, dated as of December 21, 2012, among the Company, as borrower, SPCP Group, LLC, as lender, and Silver Point Finance, LLC, as administrative agent; |
| $230.0 million in aggregate principal amount of the Companys 10.75% Senior Secured Notes due 2015 issued under the Indenture dated as of October 6, 2010, among the Company, as Issuer, the subsidiary guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as trustee (the Trustee); and |
| $290.0 million in aggregate principal amount of the Companys 10.5% Senior Second Lien Notes due 2018 issued under the Indenture dated as of March 17, 2011, among the Company, the subsidiary guarantors named therein and the Trustee. |
Item 9.01 | Financial Statements and Exhibits |
(d) | Exhibits. |
99.1 | Press Release, dated April 8, 2013, issued by Rotech Healthcare Inc. |
Forward-Looking Statements
Information set forth herein (including information included or incorporated by reference herein) contains forward-looking statements (as defined in Section 21E of the Exchange Act), which reflect the Companys expectations regarding future events. The forward-looking statements involve a number of risks, uncertainties and other factors that could cause actual results to differ materially from those contained in the forward-looking statements. Such forward-looking statements include, but are not limited to that the Company will have sufficient
cash on hand to pay its operating expenses; the Companys ability to continue to comply with other covenants under its notes or credit facility; potential decreases in Medicare Part B reimbursement rates; legislative or regulatory changes to Medicare or related programs; health care reform, including recently enacted legislation; adjustments in reimbursement rates set by the Centers for Medicare & Medicaid Services; the effects of the competitive bidding process under Medicare; the accreditation of the Companys operating locations and their compliance with government standards for coverage and payment; the ability of the Company to develop, secure approval of and consummate a prearranged plan of chapter 11 reorganization; the Companys ability to improve its operating structure, financial results and profitability following emergence from chapter 11; the potential adverse effects of the chapter 11 proceedings on the Companys liquidity, results of operations, brand or business prospects; the Companys ability to generate or raise cash and maintain a cash balance sufficient to fund continued investments, capital needs and service its debt; the Companys ability to maintain contracts that are critical to its operation; the Companys ability to obtain and maintain normal terms with customers, suppliers and service providers; and the Companys ability to retain key executives, managers and employees. Additional factors that may affect future results are contained in the Companys filings with the Securities and Exchange Commission (the SEC), which are available at the SECs website at www.sec.gov. The Company disclaims any obligation to update and revise statements contained in these materials based on new information or otherwise.
SIGNATURE
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.
ROTECH HEALTHCARE INC. | ||||||
(Registrant) | ||||||
Date: April 8, 2013 | By: | /s/ Steven P. Alsene | ||||
Steven P. Alsene | ||||||
President and Chief Executive Officer |
EXHIBIT INDEX
99.1 | Press Release, dated April 8, 2013, issued by Rotech Healthcare Inc. |