UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
December 30, 2021 (
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ITEM 1.01 Entry into a Material Definitive Agreement
The contents of Item 2.03 below are incorporated herein by reference.
ITEM 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
On December 22, 2021, Zynex, Inc. (the “Company”), through its wholly-owned subsidiary Zynex Monitoring Solutions Inc. (the “Subsidiary”), entered into a Stock Purchase Agreement (the “Agreement”) with Kestrel Labs, Inc. (“Kestrel”) and each of the Kestrel shareholders that collectively own all (100%) of the issued and outstanding shares of common stock of Kestrel.
In order to meet the cash payment obligation to Kestrel under the Agreement, Zynex Medical, Inc., also a wholly-owned subsidiary of the Company, and the Subsidiary (collectively, the “Borrowers”) entered into a loan agreement (the “Loan Agreement”) with Bank of America, N.A. (the “Bank”). Under this Loan Agreement, the Bank is extending two facilities to the Borrowers. One facility is a line of credit in the amount of $4.0 million available until December 1, 2024 (“Facility 1”). The Borrower will pay interest on Facility 1 on the first day of each month beginning January 1, 2022. The interest rate is an annual rate equal to the sum of (i) the greater of the BSBY Daily Floating Rate or (ii) the Index Floor (as defined in the Loan Agreement), plus 2.00%.
The other facility being extended by the Bank to the Borrower is a fixed rate term loan in the amount of up to $16.0 million (“Facility 2”). Facility 2 is available in one disbursement from the Bank and the interest rate is equal to 2.8% per year. The Borrower must pay interest on the first day of each month beginning January 1, 2022 and the Borrower will also repay the principal amount in equal installments of $444,444.00 per month through December 1, 2024.
The foregoing summary of the Loan Agreement is subject to and qualified in its entirety by the text of the Agreement, which is filed as an exhibit hereto.
ITEM 9.01 Exhibits
Exhibit No. |
Description | |
10.1 | The Loan Agreement and accompanying documents dated December 22, 2021 among Bank of America, N.A., Zynex Medical, Inc., and Zynex Monitoring Solutions | |
104 | Cover Page Interactive Data File - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document |
SIGNATURE
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.
Date: December 30, 2021
ZYNEX, INC. | ||
By: | /s/ Dan Moorhead | |
Dan Moorhead | ||
Chief Financial Officer |