HCCA Healthcare Corporation of America (GM)

  

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 1934

 

Date of Report (Date of earliest event reported): May 2, 2014

 

HEALTHCARE CORPORATION OF AMERICA

(Exact name of registrant as specified in charter)

 

Delaware		000-54527		27-4563770
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

66 Ford Road Suite 230 Denville, NJ		07834
(Address of Principal Executive Offices)		(Zip Code)

 

Registrant’s telephone number, including area code:

(973) 983-6300

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of 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(b) under the Exchange Act (17 CFR 240.14a-12(b))

 

¨

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

 

As previously reported, on April 4, 2014, Healthcare Corporation of America (the “Company”) entered into a Note Purchase Agreement (the “Purchase Agreement”) with the persons named therein (each a “Lender”, and, collectively, the “Lenders”) pursuant to which the Lenders loaned the Company $1,000,000 and the Company issued $1,000,000 in Secured Convertible Term Notes (the “Notes”) to the Lenders. In the Purchase Agreement, the Company covenanted and agreed that:

 

(a) if, as of May 4, 2014, the Company has failed to secure at least $1,500,000 in a new financing, such failure will constitute an event of default;

 

(b) if, as of May 4, 2014, the Company has secured at least $1,500,000 in a new financing, but less than $3,500,000, then the Company shall be entitled to an additional 30 days in which to secure an additional amount so that the aggregate amount raised totals $3,500,000;

 

(c) if, on or before expiration of such second 30 day period, the Company has failed to secure at least $3,500,000, such failure will constitute an event of default.

 

On May 2, 2014, the Company and the Lenders agreed to extend the time periods specified in the foregoing covenants by five days from the original maturity date to May 9, 2014. On May 7, 2014, the Company and the Lenders agreed to further extend the time periods specified in the foregoing covenants from May 9, 2014 to May 23, 2014. On May 23, 2014, the Company and the Lenders agreed to further extend the time periods specified in the foregoing covenants from May 23, 2014 to May 30, 2014, which will allow the Company time to continue exploring its financing options.

 

Item 9.01 Financial Statements and Exhibits

 

Exhibit		Description
4.1		Letter Agreement dated May 2, 2014 - Previously filed
4.2		Letter Agreement dated May 7, 2014 – Previously filed
4.3		Letter Agreement dated May 23, 2014

  

  

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.

 

	HEALTHCARE CORPORATION OF AMERICA
Dated: May 23, 2014
	By:	/s/ Natasha Giordano
		Name: Natasha Giordano
		Title: CEO

 

  

May 23, 2014

 

Healthcare Corporation of America

66 Ford Road, Suite 230

Denville, NJ 07834

Attn: General Counsel

 

Re:

Extension of certain Next Financing Round Covenants

 

Dear Sir:

 

Pursuant to a request from Healthcare Corporation of America (“HCCA”), Selway Capital Holdings LLC has agreed to extend the time period referenced in the covenants set forth in Section 6.2(a) and 6.2(b) of the Note Purchase Agreement (the “NPA”) dated April 3^rd, 2014, until May 30^th, 2014.

 

This letter shall be deemed effective as of the Closing of the NPA (as defined in the NPA). All other terms and conditions of the Bridge Loan Documents shall remain the same and unaffected by this letter. This letter is not an indication of a waiver of any right or remedy available to Selway.

 

	Sincerely,
	SELWAY CAPITAL HOLDINGS LLC
	By: /s/ Andrew Intrater
	Name: Andrew Intrater
	Title: Board Member

 

Please indicate your agreement with the foregoing by signing below and returning a copy of this letter to Selway Capital Holdings LLC.

 

 

ACCEPTED AND AGREED :

 

HEALTHCARE CORPORATION OF AMERICA 

 

By: /s/ Natasha Giordano

Name: Natasha Giordano

Title: Chief Executive Officer