Inotiv, Inc. Enters Material Definitive Agreement
Ticker: NOTV · Form: 8-K · Filed: Jun 4, 2024 · CIK: 720154
Sentiment: neutral
Topics: credit-agreement, debt, definitive-agreement
Related Tickers: NOTV
TL;DR
Inotiv just signed a new credit deal, watch for financial impacts.
AI Summary
On June 2, 2024, Inotiv, Inc. entered into a material definitive agreement, specifically a credit agreement, which creates a direct financial obligation for the company. This agreement is a significant event for Inotiv, impacting its financial structure and obligations.
Why It Matters
This filing indicates Inotiv has entered into a new credit agreement, which could affect its borrowing capacity, interest expenses, and overall financial flexibility.
Risk Assessment
Risk Level: medium — Entering into new credit agreements can introduce financial risks related to debt covenants, interest rate fluctuations, and repayment obligations.
Key Players & Entities
- Inotiv, Inc. (company) — Registrant
- June 2, 2024 (date) — Date of earliest event reported
- Indiana (location) — State of incorporation
- 2701 KENT AVENUE (address) — Principal executive offices
- WEST LAFAYETTE, INDIANA (address) — Principal executive offices
- 47906-1382 (zip_code) — Principal executive offices
- 7654634527 (phone_number) — Registrant's telephone number
FAQ
What type of material definitive agreement did Inotiv, Inc. enter into?
Inotiv, Inc. entered into a credit agreement, as indicated by the filing.
When was the earliest event reported in this 8-K filing?
The earliest event reported was on June 2, 2024.
What is Inotiv, Inc.'s state of incorporation?
Inotiv, Inc. is incorporated in Indiana.
What is the principal executive office address for Inotiv, Inc.?
The principal executive office is located at 2701 Kent Avenue, West Lafayette, Indiana 47906-1382.
What is the registrant's telephone number?
The registrant's telephone number is (765) 463-4527.
Filing Stats: 2,060 words · 8 min read · ~7 pages · Grade level 13.9 · Accepted 2024-06-03 21:50:11
Key Financial Figures
- $22.0 million — e agreed to: (i) make payments totaling $22.0 million in fines, with $5.0 million payable on
- $5.0 million — s totaling $22.0 million in fines, with $5.0 million payable on each of June 3, 2025, 2026 a
- $7.0 million — ach of June 3, 2025, 2026 and 2027, and $7.0 million (plus accrued interest beginning on the
- $3.0 m — June 3, 2028; (ii) on June 3, 2024, pay $3.0 million, split between the Virginia Anima
- $3.5 million — vestigation; (iii) on June 3, 2024, pay $3.5 million to the National Fish and Wildlife Found
- $2.5 million — nia; (iv) expend at least $7.0 million ($2.5 million by June 3, 2025, $2.5 million by June 3
- $2.0 million — 2025, $2.5 million by June 3, 2026, and $2.0 million by June 3, 2027) for improvements to it
- $100.0 million — 24 and additional liens to secure up to $100.0 million of additional debt; (vi) meet specified
- $6.5 million — the Company expected that it would pay $6.5 million during fiscal year 2024 and $20.0 milli
- $20.0 million — 6.5 million during fiscal year 2024 and $20.0 million over multiple years, and as a result, t
- $26.5 million — and as a result, the Company recorded a $26.5 million charge for the three and six months end
- $28.5 million — Consolidated EBITDA in an amount up to $28.5 million; excludes any direct effects to the Com
Filing Documents
- notv-20240602.htm (8-K) — 42KB
- notv-20240603xxex101_resol.htm (EX-10.1) — 80KB
- notv-20240603xxex102_pleaa.htm (EX-10.2) — 274KB
- notv-20240603xxex103_fifth.htm (EX-10.3) — 1836KB
- image_0.jpg (GRAPHIC) — 0KB
- 0001628280-24-026469.txt ( ) — 2702KB
- notv-20240602.xsd (EX-101.SCH) — 2KB
- notv-20240602_lab.xml (EX-101.LAB) — 21KB
- notv-20240602_pre.xml (EX-101.PRE) — 12KB
- notv-20240602_htm.xml (XML) — 3KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. Investigation Resolution Matters On June 3, 2024, Inotiv, Inc. (the "Company") announced that it had reached agreement with the U.S. Department of Justice ("DOJ") to resolve a previously-announced criminal investigation into its shuttered canine breeding facility located in Cumberland, Virginia, which was operated originally by Envigo RMS, LLC ("Envigo RMS"), an entity acquired by the Company in November 2021. In connection with such resolution, the Company and its related entities have entered into a Resolution Agreement (the "Resolution Agreement") with the DOJ and the United States Attorney's Office for the Western District of Virginia ("USAO-WDV"), and Envigo RMS and Envigo Global Services, Inc. ("EGSI" and together with Envigo RMS, "Envigo") have entered into a Plea Agreement (the "Plea Agreement") with the DOJ and the USAO-WDV. On June 3, 2024, before the United States District Court for the Western District of Virginia, Envigo RMS pleaded guilty to one misdemeanor count of conspiracy to violate the Animal Welfare Act and EGSI pleaded guilty to one felony count of conspiracy to violate the Clean Water Act. While the terms of the resolution are subject to Court approval at a sentencing hearing, which is currently scheduled for October 7, 2024, the obligations of the Company and Envigo under the Resolution Agreement, the Plea Agreement and related documents apply beginning on the date of execution of June 3, 2024. Pursuant to the Resolution Agreement and the Plea Agreement, the Company and Envigo, among other matters, have agreed to: (i) make payments totaling $22.0 million in fines, with $5.0 million payable on each of June 3, 2025, 2026 and 2027, and $7.0 million (plus accrued interest beginning on the sentencing date) payable on June 3, 2028; (ii) on June 3, 2024, pay $3.0 million, split between the Virginia Animal Fighting Taskforce and the Humane Society of the United States in recognition of assi
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Resolution Agreement, dated as of June 3, 2024, among Inotiv, Inc., Envigo RMS, LLC, Envigo Global Services, Inc., the United States Attorney's Office for the Western District of Virginia and the Environmental Crimes Section of the United States Department of Justice, Environment and Natural Resources Division 10.2 Plea Agreement, dated as of June 3, 2024, among Envigo RMS, LLC, Envigo Global Services, Inc., the United States Attorney's Office for the Western District of Virginia and the Environmental Crimes Section of the United States Department of Justice, Environment and Natural Resources Division 10.3 Fifth Amendment to Credit Agreement, dated as of June 2, 2024, among Inotiv, Inc., certain subsidiaries of the Company, the lenders party thereto, and Jefferies Finance LLC 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). This filing contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that involve substantial risks and uncertainties. All statements, other than statements of historical fact included in this release, are forward-looking statements, including, but not limited to, statements about the full resolution of matters related to the Cumberland facility, which is subject to court approval at a sentencing hearing; the Company's ability to make payments and take other actions required by the resolution; the impact of the resolution on the Company's financial statements; the impact of the resolution on the Company's business, results of operations and financial condition; the result of the Company's improvements and efforts, including on compliance matters; and the impact of the resolution on the Company's common stock, its relationships with employees, customers and suppliers. You can identify forward-looking statements by the fact that they do not relate strictly to his
SIGNATURES
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 thereunto duly authorized. INOTIV, INC. Date: June 3, 2024 By: /s/ Beth A. Taylor Chief Financial Officer, Senior Vice President—Finance