PEDIATRIX MEDICAL GROUP AMENDED AND RESTATED CREDIT AGREEMENT Originally Dated as of June 27, 1996 As Amended and Restated as of November 1, 2000 As Amended and Restated as of August 14, 2001 Amendment No. 6 Dated as of September 23, 2003 FLEET...
Exhibit 10.1
PEDIATRIX MEDICAL GROUP
AMENDED AND RESTATED CREDIT AGREEMENT
Originally Dated as of June 27, 1996
As Amended and Restated as of November 1, 2000
As Amended and Restated as of August 14, 2001
Amendment No. 6
Dated as of September 23, 2003
FLEET NATIONAL BANK, AGENT AND LENDER
U.S. BANK NATIONAL ASSOCIATION, SYNDICATION AGENT AND LENDER
HSBC BANK USA, DOCUMENTATION AGENT AND LENDER
AMENDMENT NO. 6
TO AMENDED AND RESTATED CREDIT AGREEMENT
Dated as of September 23, 2003
This agreement, dated as of September 23, 2003 (this “Amendment”), is among Pediatrix Medical Group, Inc., a Florida corporation, the Material Related Entities of Pediatrix Medical Group, Inc. from time to time party hereto, and the Lenders from time to time party hereto, including Fleet National Bank, both in its capacity as a Lender and in its capacity as an Agent, U.S. Bank National Association, formerly known as Firstar Bank N.A., both in its capacity as a Lender and in its capacity as Syndication Agent, and HSBC Bank USA, both in its capacity as a Lender and in its capacity as Documentation Agent. The parties hereto agree as follows:
1. Credit Agreement; Definitions. This Amendment amends the Credit Agreement originally dated as of June 27, 1996, as amended and restated as of November 1, 2000 and as further amended and restated as of August 14, 2001 among the parties hereto (as in effect prior to giving effect to this Amendment, the “Credit Agreement”). Terms used in this Amendment but not defined herein are used as defined in the Credit Agreement.
2. Amendment of Credit Agreement. Effective upon the date hereof, the Credit Agreement is amended as follows:
| 2.1. Amendment of Section 6.11. Section 6.11 of the Credit Agreement is amended to read in its entirety as follows: |
| “6.11 Capital Expenditures. The Borrowers will not make aggregate Capital Expenditures exceeding $10,000,000 in any fiscal year, except that in fiscal year 2003, the Borrowers may make aggregate Capital Expenditures of $10,000,000 plus up to $11,000,000 for the purchase of the property at 0000 Xxxxxxx Xxxxxxx in Sunrise, Florida that serves as the Borrowers’ corporate headquarters.” |
3. Representation and Warranty. In order to induce the Agent and the Lenders to enter into this Amendment, each of the Obligors jointly and severally represents and warrants that, after giving effect to this Amendment, no Default exists.
4. Payment of Agent’s Legal Expenses. Upon or prior to the effectiveness of this Amendment, each of the Borrowers jointly and severally agrees to pay the reasonable legal fees and expenses of the Agent with respect to this Amendment and the transactions contemplated hereby.
5. Miscellaneous. The Credit Agreement as amended by this Amendment (the “Amended Credit Agreement”) and all of the Credit Documents are each confirmed as being in full force and effect. This Amendment, the Amended Credit Agreement and the other Credit Documents referred to herein or therein constitute the entire understanding of the parties with respect to the subject matter hereof and thereof and supersede all prior and current
understandings and agreements, whether written or oral. Each of this Amendment and the Amended Credit Agreement is a Credit Document and may be executed in any number of counterparts, which together shall constitute one instrument, and shall bind and inure to the benefit of the parties and their respective successors and assigns, including as such successors and assigns all holders of any Credit Obligation. This Amendment shall be governed by and construed in accordance with the laws (other than the conflict of law rules) of The Commonwealth of Massachusetts.
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IN WITNESS WHEREOF, each of the undersigned has duly executed this Amendment (or caused this Amendment to be executed on its behalf by its officer or representative thereunto duly authorized) under seal as of the date first written above.
| PEDIATRIX MEDICAL GROUP, INC. (Florida) | ||
| By: /s/ Xxxx X. Xxxxxx | ||
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| Xxxx X. Xxxxxx, Chief Financial Officer | ||
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FOOTHILL MEDICAL GROUP, INC. MAGELLA MEDICAL ASSOCIATES MIDWEST, P.C. MAGELLA MEDICAL GROUP, INC. (d/b/a MAGELLA MEDICAL GROUP, A MEDICAL CORPORATION) MAGELLA NEVADA, LLC XXXXXXX XXXXXX, M.D. PROF. CORP. d/b/a OBSTETRIX MEDICAL GROUP OF NEVADA, LTD. NEONATAL AND PEDIATRIC INTENSIVE CARE MEDICAL GROUP, INC. OBSTETRIX MEDICAL GROUP OF CALIFORNIA, A PROFESSIONAL CORPORATION OBSTETRIX MEDICAL GROUP OF COLORADO, P.C. OBSTETRIX MEDICAL GROUP OF KANSAS AND MISSOURI, P.A. PEDIATRIX MEDICAL GROUP OF ARKANSAS, P.A. PEDIATRIX MEDICAL GROUP OF CALIFORNIA, A PROFESSIONAL CORPORATION PEDIATRIX MEDICAL GROUP OF COLORADO, P.C. PEDIATRIX MEDICAL GROUP OF ILLINOIS, P.C. PEDIATRIX MEDICAL GROUP OF KANSAS, P.A. PEDIATRIX MEDICAL GROUP OF KENTUCKY, PSC PEDIATRIX MEDICAL GROUP OF MICHIGAN, P.C. PEDIATRIX MEDICAL GROUP OF MISSOURI, P.C. PEDIATRIX MEDICAL GROUP OF NORTH CAROLINA, P.C. PEDIATRIX MEDICAL GROUP OF OHIO CORP. PEDIATRIX MEDICAL GROUP OF OKLAHOMA, P.C. PEDIATRIX MEDICAL GROUP OF PENNSYLVANIA, P.C. PEDIATRIX MEDICAL GROUP OF PUERTO RICO, P.S.C. PEDIATRIX MEDICAL GROUP NEONATOLOGY AND PEDIATRIC INTENSIVE CARE SPECIALISTS OF NEW YORK, P.C. PEDIATRIX MEDICAL GROUP |
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| By: /s/ Xxxx X. Xxxxxx | ||
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| Xxxx X. Xxxxxx, Attorney-in-Fact |
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PEDIATRIX MEDICAL GROUP, S.P. PERINATAL PEDIATRICS, P.A. XXXXXX MEDICAL GROUP OF NEVADA, LTD. d/b/a PEDIATRIX MEDICAL GROUP OF NEVADA |
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| By: /s/ Xxxx X. Xxxxxx | ||
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| Xxxx X. Xxxxxx, Attorney-in-Fact | ||
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ALASKA NEONATOLOGY ASSOCIATES, INC. ASSOCIATES IN NEONATOLOGY, INC. AUGUSTA NEONATOLOGY ASSOCIATES, P.C. BNA ACQUISITION COMPANY, INC. CENTRAL OKLAHOMA NEONATOLOGY ASSOCIATES, INC. CNA ACQUISITION CORP. DES MOINES PERINATAL CENTER, INC. FLORIDA REGIONAL NEONATAL ASSOCIATES, P.A. FORT WORTH NEONATAL ASSOCIATES BILLING, INC. GNPA ACQUISITION COMPANY, INC. KNA, INC. MAGELLA HEALTHCARE CORPORATION MAGELLA HEALTHCARE GROUP, X.X. XXXXXXX MEDICAL ASSOCIATES BILLING, INC. MAGELLA MEDICAL ASSOCIATES OF GEORGIA, P.C. MAGELLA TEXAS, LLC MERCY NEONATOLOGY, INC. MNPC ACQUISITION COMPANY, INC. MOUNTAIN STATES NEONATOLOGY, INC. NACF ACQUISITION COMPANY, INC. NEONATAL SPECIALISTS, LTD. NEONATOLOGY ASSOCIATES BILLING, INC. NEONATOLOGY-CARDIOLOGY ASSOCIATES, P.A. NSPA ACQUISITION COMPANY, INC. OBSTETRIX MEDICAL GROUP OF ARIZONA, P.C. OBSTETRIX MEDICAL GROUP OF DELAWARE, INC. OBSTETRIX MEDICAL GROUP OF PENNSYLVANIA, P.C. OBSTETRIX MEDICAL GROUP OF PHOENIX, P.C. OBSTETRIX MEDICAL GROUP OF TEXAS BILLING, INC. OBSTETRIX MEDICAL GROUP OF WASHINGTON, INC., P.S. |
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| By: /s/ Xxxx X. Xxxxxx | ||
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| Xxxx X. Xxxxxx, Treasurer |
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OBSTETRIX MEDICAL GROUP, INC. OZARK NEONATAL ASSOCIATES, INC. PALM BEACH NEO ACQUISITIONS, INC. PASCV ACQUISITION COMPANY, INC. PEDIATRIX MEDICAL GROUP OF DELAWARE, INC. PEDIATRIX MEDICAL GROUP OF FLORIDA, INC. PEDIATRIX MEDICAL GROUP OF GEORGIA, P.C. PEDIATRIX MEDICAL GROUP OF INDIANA, P.C. PEDIATRIX MEDICAL GROUP OF NEW MEXICO, P.C. PEDIATRIX MEDICAL GROUP OF SOUTH CAROLINA, P.A. PEDIATRIX MEDICAL GROUP OF TENNESSEE, P.C. PEDIATRIX MEDICAL GROUP OF TEXAS BILLING, INC. PEDIATRIX MEDICAL GROUP OF WASHINGTON, INC., P.S. PEDIATRIX MEDICAL GROUP, INC. (Utah) PEDIATRIX MEDICAL GROUP, P.A. PEDIATRIX MEDICAL GROUP, P.C. (Virginia) PEDIATRIX MEDICAL GROUP, P.C. (West Virginia) PEDIATRIX OF MARYLAND, P.A. PEDIATRIX SCREENING, INC. PMG ACQUISITION CORP. PNA ACQUISITION CO., INC. RPNA ACQUISITION COMPANY, INC. XXXXX XXXXXXXXXXX XX. XXXX ACQUISITION COMPANY, INC. ST. XXXXXX NEONATOLOGY CONSULTANTS, INC. TEXAS MATERNAL FETAL MEDICINE BILLING, INC. |
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| By: /s/ Xxxx X. Xxxxxx | ||
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| Xxxx X. Xxxxxx, Treasurer | ||
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PEDIATRIX FLORIDA, LLC PEDIATRIX MEDICAL GROUP (INTERNATIONAL), INC. PEDIATRIX MEDICAL MANAGEMENT, L.P. PEDIATRIX MEDICAL MANAGEMENT GROUP, INC. PEDIATRIX MEDICAL SERVICES, INC. PEDIATRIX TEXAS I, LLC PMGSC, P.A. |
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| By: /s/ Xxxx X. Xxxxxx | ||
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| Xxxx X. Xxxxxx, Treasurer |
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| FLEET NATIONAL BANK | ||
| By: /s/ Xxxxxxxx X. Xxxxxxxxxxxxx, Managing Director | ||
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| Xxxxxxxx X. Xxxxxxxxxxxxx, Managing Director |
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| U.S. BANK NATIONAL ASSOCIATION | ||
| By: /s/ X. Xxxxxx Choppin | ||
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| X. Xxxxxx Choppin, Senior Vice President |
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| HSBC BANK USA | ||
| By: /s/ Xxxxxxx X. Roll | ||
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| Xxxxxxx X. Roll, First Vice President |
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| UBS AG, STAMFORD BRANCH | ||
| By: /s/ Xxxxxxx X. Saint | ||
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Xxxxxxx X. Saint, Associate Director Banking Products Services, US |
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| By: /s/ Xxxxxxxx X. Xxxxxx | ||
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Xxxxxxxx X. Xxxxxx, Associate Director Banking Products Services, US |
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| THE INTERNATIONAL BANK OF MIAMI, N.A. | ||
| By: /s/ Xxxxxxx Xxxxxxx | ||
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| Xxxxxxx Xxxxxxx, Vice President | ||
| By: /s/ Xxxxx Xxxxxxx | ||
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| Xxxxx Xxxxxxx, Senior Vice President |
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