UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-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): June 14, 2020
ENDOLOGIX, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware | 000-28440 | 68-0328265 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
2 Musick
Irvine, CA 92618
(Address of Principal Executive Office) (Zip Code)
Registrant’s telephone number, including area code:(949) 595-7200
Not Applicable
Former name or former address, if changed since last report
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Common Stock, par value $0.001 per share | ELGX | The Nasdaq Stock Market, LLC |
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 Rule12b-2 of the Securities Exchange Act of 1934(§240.12b-2 of this chapter).
Emerging growth company ☐
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 |
On June 14, 2020, Endologix, Inc. (the “Company”) entered into Amendment No. 1 (the “ABL Forbearance Amendment”) to Forbearance Agreement (the “ABL Forbearance Agreement”) to Credit Agreement, dated as of August 9, 2018 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), with the Lenders party thereto from time to time, and Deerfield ELGX Revolver, LLC, as agent for itself (the “ABL Agent”) and the Lenders (collectively, the “ABL Forbearing Parties”). Additionally, on June 14, 2020, the Company entered into Amendment No. 1 (the “Facility Forbearance Amendment” and, collectively with the ABL Forbearance Amendment, the “Forbearance Amendments”) to Forbearance Agreement (the “Facility Forbearance Agreement” and, collectively with the ABL Forbearance Agreement, the “Forbearance Agreements”) to Amended and Restated Facility Agreement, dated as of August 9, 2018 (as amended, restated, supplemented or otherwise modified from time to time, the “Facility Agreement”), with the Lenders party thereto from time to time, and Deerfield Private Design Fund I.V., L.P. as agent for itself (together with the ABL Agent, “Deerfield”) and the Lenders (collectively, the “Facility Forbearing Parties” and, collectively with the ABL Forbearing Parties, the “Forbearing Parties).
The Forbearance Amendments extend the termination date of the forbearance period provided for in the Forbearance Agreements from June 15, 2020 to June 30, 2020. The Forbearance Amendments also require that the Company cause an individual designated by Deerfield to be appointed to the Company’s Board of Directors, in addition to other obligations imposed on the Company.
The foregoing descriptions of the ABL Forbearance Amendment and the Facility Forbearance Amendment are not complete and are qualified in their entirety by reference to the full text of such documents, copies of which will be filed with the Company’s next Quarterly Report on Form10-Q in accordance with the rules and regulations of the Securities and Exchange Commission.
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.
Endologix, Inc. | ||||||
By: | /s/ Vaseem Mahboob | |||||
June 15, 2020 | Vaseem Mahboob | |||||
Chief Financial Officer |