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): November 30, 2009
SYNERGETICS USA, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation)
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001-10382
(Commission
File Number)
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20-5715943
(I.R.S. Employer
Identification No.) |
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3845 Corporate Centre Drive
O’Fallon, Missouri
(Address of principal executive offices)
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63368
(Zip Code) |
(636) 939-5100
(Registrant’s telephone number, including area code)
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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Written communications pursuant to Rule 425 under the Securities Act.
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act.
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
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| Item 1.01. |
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Entry into a Material Definitive Agreement. |
On November 30, 2009, Synergetics USA, Inc. (the “Company”) and Synergetics, Inc., its wholly
owned subsidiary (together with the Company, the “Borrowers”), executed the Seventh Amendment to
Credit and Security Agreement (the “Seventh Amendment”) with Regions Bank, as Lender, relating to
the Company’s revolving credit facility and equipment line of credit. The Seventh Amendment
extended the maturity date of the Company’s revolving credit facility and equipment line of credit
to November 30, 2010.
Also on November 30, 2009, the Borrowers, together with Synergetics Germany, GMBH, Synergetics
Italia, SRL and Synergetics France, SARL, each a wholly owned subsidiary of the Company (together
with the Borrowers, the “Non-U.S. Borrowers”), executed the Fourth Amendment to Credit and Security
Agreement (the “Fourth Amendment”) with Regions Bank, as Lender, relating to the Company’s non-U.S.
receivables revolving credit facility. The Fourth Amendment extended the maturity date of the
Company’s non-U.S. receivables revolving credit facility to November 30, 2010.
The Seventh Amendment and the Fourth Amendment are filed as Exhibits 10.1 and 10.2,
respectively, to this Current Report on Form 8-K and are incorporated herein by reference. The
summary of these agreements contained herein is qualified in its entirety by reference to such
exhibits.
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| Item 2.03. |
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Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant. |
On November 30, 2009, the Borrowers executed the Seventh Amendment, and the Non-U.S. Borrowers
executed the Fourth Amendment. The terms of these agreements are described in Item 1.01 of this
Current Report on Form 8-K, which description is incorporated herein by reference.
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| Item 9.01. |
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Financial Statements and Exhibits. |
(d) Exhibits.
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| Exhibit No. |
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Description of Exhibit |
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10.1 |
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Seventh Amendment to Credit and Security Agreement by and
among Synergetics Inc. and Synergetics USA, Inc. as Borrowers
and Regions Bank as Lender, dated as of November 30, 2009. |
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10.2 |
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Fourth Amendment to Credit and Security Agreement by and among
Synergetics Inc., Synergetics USA, Inc., Synergetics Germany,
GMBH, Synergetics Italia, SRL and Synergetics France, SARL as
Borrowers and Regions Bank as Lender, dated as of November 30,
2009. |