Current Report Filing (8-k)
October 13 2021 - 5:12PM
Edgar (US Regulatory)
0000874710
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0000874710
2021-10-07
2021-10-07
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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)
October 7, 2021
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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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
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¨
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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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¨
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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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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR §240.12b-2).
Emerging Growth Company ¨
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act. ¨
Securities registered pursuant to Section 12(b)
of the Act:
Title of Each Class
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Trading Symbol
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Name of Each Exchange on Which Registered
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Common Stock, $.01
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AHPI
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The NASDAQ Stock Market, LLC
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Item 1.01 Entry into a Material Definitive
Agreement.
As previously reported, the
Company is party to a Loan and Security Agreement with North Mill Capital, LLC (“North Mill”), as successor in interest to
Summit Financial Resources, L.P., dated effective February 27, 2017, as amended April 16, 2018, April 24, 2019 and December 18, 2020 (as
amended, the “Credit Agreement”). 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
$4,000,000.
Effective October 7,
2021, the Company and North Mill amended the Credit Agreement to increase the availability under the loan based on inventory. Under
the amendment, minimum availability under the loan based on inventory shall be the lowest of: (i) the total cost eligible inventory
multiplied by the advance rate; (ii) one hundred percent (100%) of the current availability provided by eligible accounts
receivable; (iii) two million dollars ($2,000,000), an increase from the prior amount of $1,000,000. The inventory advance rate
remains at 25%. This increase in borrowing capacity will allow the Company to increase its borrowing under the Credit Agreement to
meet its working capital needs, not to exceed the $4,000,000 maximum which remains
unchanged.
The minimum monthly payment
will remain .25% (25 basis points) on the maximum availability ($10,000 per month). In the event the Company prepays or terminates the
Credit Facility prior to February 27, 2022, the Company will be obligated to pay an amount equal to the minimum monthly payment multiplied
by the number of months remaining between February 27, 2022 and the date of such prepayment or termination. The maturity remains February
27, 2023, at which time all amounts outstanding will be due and payable. Total availability under the credit agreement remains at $4,000,000.
The foregoing summary of the
Credit Agreement is qualified in its entirety by reference to the Fourth Amendment to Loan and Security 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 Agreement 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.
(a) Not
applicable.
(b) Not
applicable.
(c) Not
applicable.
(d) 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 thereunto duly authorized.
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ALLIED HEALTHCARE PRODUCTS, INC.
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Date: October 13, 2021
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By:
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/s/ Daniel C. Dunn
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Daniel C. Dunn
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Chief Financial Officer
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