OrthoPediatrics (KIDS) Reports New Material Financial Obligation
Ticker: KIDS · Form: 8-K · Filed: Jan 2, 2024 · CIK: 1425450
| Field | Detail |
|---|---|
| Company | Orthopediatrics Corp (KIDS) |
| Form Type | 8-K |
| Filed Date | Jan 2, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.00025, $80 million, $30 million, $10 million, $50 million |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: debt, material-agreement, financial-obligation
TL;DR
**KIDS just took on a new material financial obligation, watch for details on its impact.**
AI Summary
OrthoPediatrics Corp. (KIDS) filed an 8-K on January 2, 2024, reporting a material definitive agreement and the creation of a direct financial obligation on December 29, 2023. This filing indicates that the company has entered into a significant new financial arrangement, which could impact its balance sheet and future financial performance. For investors, this matters because new financial obligations can affect a company's liquidity, profitability, and overall risk profile, potentially influencing stock valuation.
Why It Matters
This filing signals a new financial commitment for OrthoPediatrics, which could alter its financial health and operational flexibility, directly impacting shareholder value.
Risk Assessment
Risk Level: medium — The filing indicates a new financial obligation without specific details, creating uncertainty about its nature and potential impact on the company's financial stability.
Analyst Insight
Investors should monitor future filings or company announcements from OrthoPediatrics Corp. for specific details regarding the material definitive agreement and financial obligation to assess its potential impact on the company's financial health and stock valuation.
Key Players & Entities
- OrthoPediatrics Corp. (company) — the registrant filing the 8-K
- December 29, 2023 (date) — date of the earliest event reported
- January 2, 2024 (date) — date the 8-K was filed
- 001-38242 (other) — Commission File Number for OrthoPediatrics Corp.
- KIDS (other) — trading symbol for OrthoPediatrics Corp. on Nasdaq Global Market
Forward-Looking Statements
- OrthoPediatrics Corp. will provide more details about the nature and terms of the new financial obligation in a subsequent filing or earnings call. (OrthoPediatrics Corp.) — high confidence, target: Q1 2024
FAQ
What specific type of material definitive agreement did OrthoPediatrics Corp. enter into on December 29, 2023?
The 8-K filing indicates that OrthoPediatrics Corp. entered into a "Material Definitive Agreement" and created a "Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant" on December 29, 2023, but it does not specify the exact nature or terms of this agreement or obligation within the provided text.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing occurred on December 29, 2023, as stated under 'Date of Report (Date of earliest event reported): December 29, 2023'.
What is the trading symbol and exchange for OrthoPediatrics Corp. common stock?
OrthoPediatrics Corp.'s common stock, with a par value of $0.00025 per share, trades under the symbol 'KIDS' on the Nasdaq Global Market, as listed under 'Securities registered pursuant to Section 12(b) of the Act'.
What is the business address of OrthoPediatrics Corp.?
The business address of OrthoPediatrics Corp. is 2850 Frontier Drive, Warsaw, Indiana 46582, with a telephone number of (574) 268-6379.
Does this 8-K filing simultaneously satisfy any other filing obligations?
Yes, the 8-K filing indicates that it is intended to simultaneously satisfy the filing obligation of the registrant under 'Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)' and 'Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)'.
Filing Stats: 978 words · 4 min read · ~3 pages · Grade level 12.4 · Accepted 2024-01-02 09:24:56
Key Financial Figures
- $0.00025 — ge on which registered Common Stock, $0.00025 par value per share KIDS Nasdaq Glo
- $80 million — cs Corp. (the "Company") entered into a $80 million Credit, Security and Guaranty Agreement
- $30 million — e principal amount that will not exceed $30 million available in three tranches of $10 mill
- $10 million — million available in three tranches of $10 million each subject to certain conditions (the
- $50 million — e principal amount that will not exceed $50 million (the "Revolving Loan"). Interest on the
Filing Documents
- tm2333951d1_8k.htm (8-K) — 31KB
- tm2333951d1_ex10-1.htm (EX-10.1) — 1173KB
- tm2333951d1_ex10-1img001.jpg (GRAPHIC) — 3KB
- 0001104659-24-000146.txt ( ) — 1621KB
- kids-20231229.xsd (EX-101.SCH) — 3KB
- kids-20231229_lab.xml (EX-101.LAB) — 33KB
- kids-20231229_pre.xml (EX-101.PRE) — 22KB
- tm2333951d1_8k_htm.xml (XML) — 3KB
01. Entry into a Material Definitive
Item 1.01. Entry into a Material Definitive Agreement. On December 29, 2023, OrthoPediatrics Corp. (the "Company") entered into a $80 million Credit, Security and Guaranty Agreement (the "Credit Agreement") by and among (i) the Company and other borrowers party to the Credit Agreement (collectively, the "Borrowers"), (ii) MidCap Funding IV Trust, as Agent ("Agent"), (iii) MidCap Financial Trust, as Term Loan Servicer ("Servicer"), and (iv) the financial institutions or other entities from time to time party thereto as Lenders (collectively, "Lenders"). Under the terms of the Credit Agreement, the Lenders have provided to Borrowers a term loan in an aggregate principal amount that will not exceed $30 million available in three tranches of $10 million each subject to certain conditions (the "Term Loan") and a revolving loan in an aggregate principal amount that will not exceed $50 million (the "Revolving Loan"). Interest on the Term Loan will accrue at the greater of (a) One Month Term SOFR plus 6.50% or (b) 9.0% and interest on the Revolving Loan will accrue at the greater of (a) One Month Term SOFR plus 4.0% or (b) 6.50% (the "Applicable Rate") and will be payable monthly by the Borrowers. The first tranche of $10 million was issued under the Term Loan upon execution. Payments of principal and all accrued but unpaid interest will be due and payable upon the earlier of December 1, 2028, or (i) the occurrence of any transaction or series of transactions pursuant to which any person or entity in the aggregate acquire(s) 35% or more of the voting capital stock of the Company (ii) a change in the majority of the Company's Board of Directors over a 12-month period; (iii) the Company ceases to own directly or indirectly, 100% of the capital stock of any of its subsidiaries (with the exception of any subsidiaries permitted to be dissolved, merged or otherwise disposed of by the Credit Agreement), or (iv) the occurrence of a change in control, fundamental change, deemed li
03. Creation of a Direct Financial Obligation or an Obligation under
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 under Item 1.01 above is incorporated herein by reference.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1+ Credit Agreement by and among the Lenders, Agent, Servicer and Borrowers, dated as of December 29, 2023. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). +Certain exhibits and disclosure schedules to the Credit Agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish a copy of the exhibits and disclosure schedules to the Credit Agreement to the Securities and Exchange Commission upon request. * * * * * * -2- 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. OrthoPediatrics Corp. Date: January 2, 2024 By: /s/ Daniel J. Gerritzen Daniel J. Gerritzen, General Counsel and Secretary -3-