Current Report Filing (8-k)
02 March 2017 - 10:04PM
Edgar (US Regulatory)
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 27, 2017
ALLIED
HEALTHCARE PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
Delaware
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0-19266
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25-1370721
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1720 Sublette Avenue, St. Louis, Missouri
(Address of principal executive offices)
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63110
(Zip Code)
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Registrant’s telephone number, including area code
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(314) 771-2400
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Not applicable
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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:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
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o
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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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o
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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 Entry into a Material Definitive
Agreement.
On February 27, 2017, Allied
Healthcare Products, Inc. (the “Company”) entered into that certain Loan and Security Agreement (the “Credit
Agreement”) with Summit Financial Resources, L.P. (“Summit”) pursuant to which the Company obtained a secured
revolving credit facility (the “Credit Facility”). The Company’s obligations under
the Credit Facility are secured by all of the Company’s personal property, both tangible and intangible, pursuant to the
terms and subject to the conditions set forth in the Credit Agreement. Availability of funds under the Credit Agreement is based
on the Company’s accounts receivable and inventory but will not exceed $2,000,000.00.
The Credit Facility
will be available, subject to its terms, on a revolving basis until it expires on February 27, 2019, at which time all amounts outstanding
under the Credit Facility will be due and payable. Advances will bear interest at a rate equal to 2.00% in excess of the prime
rate as reported in the Wall Street Journal. Interest is computed based on the actual number of days elapsed over a year of 360
days.
Regardless of the amount
borrowed under the Credit Facility, the Company will pay a minimum amount of .25% (25 basis points) per month on the maximum availability
($5,000 per month). In the event the Company prepays or terminates the Credit Facility, the Company will be obligated to pay an
amount equal to twelve months of minimum monthly payments, minus the number of months elapsed since the effective date of the Credit
Agreement.
Under the Credit Agreement,
advances are generally subject to customary borrowing conditions and to Summit’s sole discretion to fund the advances. The
Credit Agreement also contains covenants with which the Company must comply during the term of the Credit Facility. Among other
things, such covenants require the Company to maintain insurance on the collateral, operate in the ordinary course and not engage
in a change of control, dissolve or wind up the Company.
The Credit Agreement
also contains certain events of default including, without limitation: the failure to make payments when due; the material breach
of representations or warranties contained in the Credit Agreement or other loan documents; cross-default with other indebtedness
of the Company; the entry of judgments or fines that may have a material adverse effect on the Company; failure to comply with
the observance or performance of covenants contained in the Credit Agreement or other loan documents; insolvency of the Company,
appointment of a receiver, commencement of bankruptcy or other insolvency proceedings; dissolution of the Company; the attachment
of any state or federal tax lien; attachment or levy upon or seizure of the Company’s property; or any change in the Company’s
condition that may have a material adverse effect. After an event of default, and upon the continuation thereof, the principal
amount of all loans made under the Credit Facility would bear interest at a rate per annum equal to 20.00% above the otherwise
applicable interest rate (provided, that the interest rate may not exceed the highest rate permissible under law), and Summit would
have the option to accelerate maturity and payment of the Company’s obligations under the Credit Facility.
As of the date of this
Current Report on Form 8-K, the Company has no borrowings outstanding under the Credit Facility.
The foregoing summary
of the Credit Agreement is qualified in its entirety by reference to the Credit Agreement, a copy of which is filed herewith as
Exhibit 99.1, and incorporated by reference herein.
Item 2.03 Creation of a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information related
to the Credit Facility discussed under Item 1.01 set forth above is hereby incorporated by reference under this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
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Exhibit
Number
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Description
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99.1
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Loan and Security Agreement, dated February 27, 2017, by
and between the Allied Healthcare Products, Inc. and Summit Financial Resources, L.P.
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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 thereunto duly authorized.
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ALLIED HEALTHCARE PRODUCTS, INC.
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Date: March 1, 2017
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By:
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/s/ Daniel C. Dunn
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Daniel C. Dunn
Chief Financial Officer
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