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
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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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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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.
Item 1.01 Entry into a Material Definitive Agreement.
Amendment to Credit Agreement
On January 14, 2022, Cano Health, LLC, a Florida limited liability company and a subsidiary of Cano Health, Inc. (the “Company”), Primary Care (ITC) Intermediate Holdings, LLC, a Delaware limited liability company, Credit Suisse AG, Cayman Islands Branch, and the other lenders party thereto, entered into the Sixth Amendment (“Sixth Amendment”) to the Credit Agreement, dated as of November 23, 2020, pursuant to which the outstanding principal amount of approximately $644.4 million of senior secured term loans maturing November 23, 2027 (the “Existing Term Loans”) were replaced with an equivalent amount of new term loans (the “New Term Loans”) having substantially similar terms as the Existing Term Loans, except with respect to the interest rate applicable to the New Term Loans, with the implementation of a forward-looking term rate based on the secured overnight financing rate (“Term SOFR”) as the replacement of LIBOR as the benchmark interest rate for borrowings, and certain other provisions. The New Term Loans replaced the Existing Term Loans in full.
The interest rate applicable to the New Term Loans was revised to Term SOFR plus 4.00%, plus the applicable credit spread adjustment (with a Term SOFR floor of 0.50%). The interest rate applicable to the Existing Term Loans was LIBOR plus 4.50% (with a LIBOR floor of 0.75%). The maturity of the New Term Loans remains unchanged.
The forgoing description of the Sixth Amendment does not purport to be complete and is qualified in its entirety by the full text of the Sixth Amendment, a copy of which is filed as Exhibit 10.1 to this Form 8-K and is 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.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 7.01. Regulation FD Disclosure.
On January 14, 2022, the Company issued a press release announcing the closing of the repricing of the New Term Loans. The press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits:
| Exhibit Number |
Description | |
| 10.1 | Sixth Amendment to Credit Agreement, dated as of January 14, 2022. | |
| 99.1 | Press release of Cano Health, Inc. dated January 14, 2022. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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.
| CANO HEALTH, INC. | ||||||
| Date: January 14, 2022 | By: | /s/ Dr. Marlow Hernandez | ||||
| Name: | Dr. Marlow Hernandez | |||||
| Title: | Chief Executive Officer and President | |||||