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BABY > SEC Filings for BABY > Form 8-K on 5-Jul-2013All Recent SEC Filings

Show all filings for NATUS MEDICAL INC



Creation of a Direct Financial Obligation or an Obligation under an Off-Balance

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

On June 28, 2013, Natus Medical Incorporated (the "Company") entered into a Fourth Amended and Restated Credit Agreement (the "Credit Facility") with Wells Fargo Bank, National Association ("Wells Fargo"). The Credit Facility amends and restates the Company's existing credit facility with Wells Fargo that was scheduled to expire on March 2, 2015. The Credit Facility provides for a $75 million secured revolving credit facility.

Borrowings under the Credit Facility are guaranteed by the Company's personal property, including, without limitation, all of the Company's ownership interests in material domestic subsidiaries, accounts receivable, inventory, equipment and intellectual property now owned or hereafter acquired, but excluding interests as a lessee under real property and personal property leases and shares of voting stock of foreign subsidiaries that represent more than 65% of the voting stock of such foreign subsidiary.

Outstanding borrowings on the Credit Facility will bear interest at either (i) a 1-month or 3-month LIBOR rate plus 175 basis points or (ii) the rate announced from time to time by Wells Fargo as its prime rate plus 25 basis points.

The Credit Facility matures on June 28, 2018, at which time all principal amounts outstanding under the Credit Facility will be due and payable. Borrowings on the Credit Facility may be repaid at any time without premium or penalty.

The Credit Facility contains certain usual and customary representations and warranties and affirmative and negative covenants, which include financial covenants; limitations on liens, additional indebtedness, further negative pledges, investments, payment of dividends, mergers, sale of assets and restricted payments; and other limitations. The financial covenants include a minimum consolidated fixed charge coverage ratio, a maximum consolidated leverage ratio, and minimum consolidated unencumbered liquidity, as of each fiscal quarter-end.

The foregoing description of the Credit Facility does not purport to be complete and is qualified in its entirety by reference to the Fourth Amended and Restated Credit Agreement attached hereto as Exhibit 10.1.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits. The following exhibits are filed herewith:

Exhibit No.                                  Description

10.1              Fourth Amended and Restated Credit Agreement dated as of June 28,
                  2013 between Natus Medical Incorporated and Wells Fargo Bank,
                  National Association.

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