Current Report Filing (8-k)

Date : 03/06/2019 @ 7:36PM
Source : Edgar (US Regulatory)
Stock : Nobilis Health Corporation (HLTH)
Quote : 0.1225  0.0 (0.00%) @ 12:00AM

Current Report Filing (8-k)



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 March 1, 2019
NOBILIS HEALTH CORP.
(Exact name of registrant as specified in its charter)
British Columbia
001-37349
98-1188172
(State or other jurisdiction of
(Commission File
(IRS Employer Identification No.)
incorporation)
Number)
 

11700 Katy Freeway, Suite 300, Houston, Texas
77079
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code (281) 925-0950
N/A
(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.
LIMITED WAIVER TO CREDIT AGREEMENT
On March 1, 2019 , Nobilis Health Corp. (the “ Company ”), an indirect subsidiary, Northstar Healthcare Acquisitions, L.L.C., as Borrower, and certain subsidiary guarantors entered into the Fourth Limited Conditional Waiver (the “ Waiver ”) with respect to the Company’s Credit Agreement dated October 28, 2016, as amended (the “ Credit Agreement ”) with BBVA Compass Bank as Administrative Agent, LC Issuing Lender and Swingline Lender and other lenders party thereto (the “ Lenders ”). The Waiver has an effective date of February 28, 2019. Pursuant to the Waiver, the Lenders agreed to a limited waiver of certain specified defaults with respect to certain financial covenants and certain restrictions on Restricted Payments made to non-Loan Parties (collectively the “ Specified Defaults ”). The Waiver terminates on the earlier to occur of (a) an Event of Default other than the Specified Defaults, the Disputed Specified Defaults, or any Event of Default that occurs due to a failure of the Loan Parties to comply with Section 7.11 of the Credit Agreement (“ Financial Covenant Event of Default ”), (b) any Loan Party’s actual knowledge of an Event of Default (other than the Specified Defaults, the Disputed Specified Defaults and any Financial Covenant Event of Default) that occurred prior to the Fourth Waiver Period and that has not been cured within three Business Days of a Loan Party obtaining actual knowledge of such Event of Default, and (c) March 31, 2019, after the earliest of which such Specified Defaults (and any Disputed Specified Default that is determined to be an event of Default) shall spring back into existence.
This summary of the Waiver and does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Waiver, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
INDEX TO EXHIBITS






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.
NOBILIS HEALTH CORP.
 
 
 
/s/ Brandon Moreno
 
Brandon Moreno
 
Chief Financial Officer
 
 
 
Date: March 6, 2019
 



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