ANIP ANI Pharmaceuticals Inc

On May 12, 2016, ANI Pharmaceuticals, Inc. (the “Company” or “ANI”) entered into a credit agreement with Citizens Business Capital, a division of Citizens Asset Finance, Inc. (the “Citizens Agreement”). The Citizens Agreement provides for a $30.0 million asset-based revolving credit loan facility, with availability subject to a borrowing base consisting of eligible accounts receivable and inventory and the satisfaction of conditions precedent specified in the Citizens Agreement. The Citizens Agreement provides for an accordion feature, whereby the Company may increase the revolving commitment up to an additional $10.0 million subject to certain customary terms and conditions. The Citizens Agreement matures on May 12, 2019, at which time all amounts outstanding will be due and payable. Borrowings under the Citizens Agreement may be used for general corporate purposes, including financing possible future acquisitions and funding working capital. Amounts drawn bear an interest rate equal to, at the Company's option, either a LIBOR rate plus 1.25%, 1.50% or 1.75% per annum, depending upon availability under the Citizens Agreement or an alternative base rate plus either .25%, .50% or .75% per annum, depending upon availability under the Citizens Agreement. The Company also incurs a commitment fee on undrawn amounts equal to 0.25% per annum.

The Citizens Agreement is guaranteed by the Company at the time of closing and is secured by a lien on substantially all of the Company's and the Company's principal domestic subsidiary’s assets and any future domestic subsidiary guarantors’ assets. The Citizens Agreement includes customary covenants, subject to customary exceptions, including covenants that restrict the Company's ability to incur additional indebtedness, acquire or dispose of assets, and make and incur capital expenditures. The Citizens Agreement also imposes a financial covenant requiring compliance with a minimum fixed charge coverage ratio of 1.10 to 1.00 during certain covenant testing times triggered if availability under the Citizens Agreement is below the greater of 12.5% of the revolving commitment and $3.75 million for three (3) consecutive business days.