Allied Healthcare Products: Fourth Amendment to Loan and Guarantee Agreement – Form 8-K

Fourth amendment to the loan and guarantee contract

This Fourth Amendment to the Loan and Guarantee Agreement (the “Amendment”) is made and entered into by and between SUMMIT FINANCIAL RESOURCES, LLC, a Delaware limited liability company and the successor in the interests of SUMMIT FINANCIAL RESOURCES, LP, a Hawaii limited partnership (“Lender”) and ALLIED HEALTHCARE PRODUCTS, INC., A Delaware corporation (“Borrower”).

Recitals

A. The predecessor in interest of the lender and the borrower entered into a loan and guarantee agreement dated February 27, 2017 (as well as all the exhibits, schedules, addenda or riders hereto, as amended, modified, completed , substituted, extended or renewed from time to time, the “Loan and Guarantee Agreement”).

B. The Lender and the Borrower have agreed to further amend the Loan and Guarantee Agreement to increase the lower dollar amount relating to the Advances on Inventory.

Amendment

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Lender and the Borrower agree as follows:

1. Definitions. Unless expressly provided otherwise herein, terms which have the meanings defined in the Loan and Guarantee Agreement shall have the same meanings defined in this Amendment. The term “amendment”, as defined in the preamble to this amendment, is incorporated by reference into the loan and guarantee agreement.

2. Modification and amendment of the loan and guarantee contract. As of the date of this Addendum, the Loan and Guarantee Agreement is amended and modified as follows:

The first paragraph of subsection (b) (Advances on Inventory) of Section 2.6 (Advances on Inventory) of the Loan and Guarantee Agreement is hereby amended to increase the dollar sub-limit as follows: :

“b. Inventory advances. Notwithstanding anything to the contrary in the loan documents, no inventory advance will be made on the loan if, after making the requested inventory advance, the total principal amount of all inventory advances will exceed the lower of the items. the following: (i) the total cost of qualifying inventory (as determined by the lender in its sole discretion) multiplied by the inventory advance rate; (ii) one hundred percent (100%) of the amount of the Overdue Advances; (iii) two million dollars ($ 2,000,000); and (iv) together with the total amount of all Overdue Account Advances, the Maximum Loan Amount. ”

In consideration of the lender’s agreement to increase the dollar sub-limit on the inventory advances, the borrower agrees to pay the lender a modification fee of five thousand dollars ($ 5,000) (the ” of modification ”) on the date hereof. The amendment fee will include the legal fees of the lender’s internal legal advisor to prepare this amendment.

3. Representations and guarantees. The Borrower affirms and re-makes the representations and warranties set out in Section 6 (Representations and Warranties) of the Loan and Guarantee Agreement on the date of this Addendum.

4. Payment of legal fees and costs. The Borrower will pay all of the Lender’s reasonable expenses related to the negotiation, drafting and documentation of this amendment, including, without limitation, amendment costs (which will include all attorney fees and reasonable legal costs, including allotted internal advisory fees, in connection with the drafting and revision of this amendment). The lender is authorized and ordered to disburse a sufficient amount of funds under the loan to pay these expenses in full.

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Allied Healthcare – Fourth Amendment to Loan and Guarantee Agreement

5. Loan documents remain in force and in full effect. Except as expressly amended or modified by this Addendum, the Loan Documents remain in full force. The Borrower confirms that the security granted by the Loan Documents also secures the Loan and Guarantee Agreement as modified by this Addendum.

6. Borrower commitments. The Borrower agrees with the Lender to execute, deliver and furnish to the Lender any additional agreements, documents and instruments reasonably required by the Lender to implement the intent of this Amendment.

7. Exit. The borrower and his successors and assigns fully, definitively and forever discharge and discharge the lender and his successors, assigns, directors, officers, employees, agents and representatives of all actions, causes of action, claims, debts, demands , liabilities, obligations and actions of any kind or nature, in law or in equity, that the Borrower has or may have in the future, whether known or unknown, with respect to the Loan Documents, the Loan , or the actions or omissions of the Lender in relating to the Loan Documents or the Loan and resulting from events occurring before the date hereof.

8. Authorisation. The Borrower represents and warrants that the execution, delivery and performance by the Borrower of this Amendment, and all agreements, documents, obligations and transactions contemplated herein, have been duly authorized by all necessary actions of on the part of the Borrower and are not inconsistent with the organizational documents of the Borrower or any resolution of the board of directors, members, managers or any other governing body of the Borrower and do not and will not contravene a provision of, or will not constitute a default under any trust indenture, mortgage, contract or other instrument to which the Borrower is a party or by which it is bound, and that upon signature and delivery hereof, this Amendment shall constitute legal, valid and binding agreements and obligations of the Borrower, enforceable in accordance with its respective terms.

9. Integrated agreement; Amendment. This addendum, together with the loan and guarantee agreement and other loan documents, constitute the entire agreement and understanding between the parties hereto and supersede all other prior and contemporary agreements. This Amendment and the Loan and Guarantee Agreement shall be read and construed as one agreement and shall be governed by and construed in accordance with the laws of the State of Utah without regard to its conflict of law principles. This Amendment will be deemed to have been signed by the parties hereto in the State of Utah and may not be modified or amended except by written agreement signed by the Lender and the Borrower. All other prior and contemporary agreements, arrangements and understandings between the parties hereto as to the subject matter hereof are, unless expressly provided otherwise herein, canceled.

The Borrower acknowledges and accepts that this amendment is a final expression of the agreement between the Lender and the Borrower and this amendment cannot be contradicted by proof of an alleged verbal agreement.

[Signatures on Next Page]

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Allied Healthcare – Fourth Amendment to Loan and Guarantee Agreement

As of: October 7, 2021.

SUMMIT FINANCIAL RESOURCES, LLC

Through:

/ s / Rochelle Hilson

Name:

Rochelle Hilson

Title:

Senior Vice President

ALLIED HEALTH PRODUCTS, INC.

Through:

/ s / Daniel C. Dunn

Name:

Daniel C. Dunn

Title:

Vice President of Finance

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Allied Healthcare – Fourth Amendment to Loan and Guarantee Agreement

Disclaimer

Allied Health Care Products Inc. published this content on October 13, 2021 and is solely responsible for the information it contains. Distributed by Public, unedited and unmodified, on October 13, 2021 09:21:19 PM UTC.


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