SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 10th, 2010 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Georgia
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is made and entered into as of this 16th day of December, 2003, among PSS World Medical, Inc., a Florida corporation (“PSS”), Gulf South Medical Supply, Inc., a Delaware corporation (“Gulf South”), and Physician Sales & Services Limited Partnership, a Florida limited partnership (“PSS LP”); PSS, Gulf South and PSS LP are referred to hereinafter each individually as a “Borrower” and collectively as “Borrowers”), PSS Holding, Inc., a Florida corporation (“PSS Holding”), PSS Service, Inc., a Florida corporation (“PSS Service”), Physician Sales & Service, Inc., a Florida corporation (“Physician Sales & Service”), Highpoint Holdings, Inc., a Nevada corporation (“Highpoint”), Highpoint Healthcare Distribution, Inc., a Nevada corporation (“Highpoint Healthcare”), Gulf South Reimbursement Services, Inc., a Florida corporation (“Gulf South Reimbursement”), RBG Holdings, Inc., a Tennessee corporation (“RGB”), ProClaim, Inc., a Tennesse
PSS World Medical, Inc. Purchase AgreementPSS World • November 10th, 2010 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
PSS World Medical, Inc., a Florida corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Goldman, Sachs & Co. (the “Purchaser”) an aggregate of $200,000,000 principal amount of the Convertible Senior Notes due August 1, 2014, convertible into common stock, par value $0.01 (“Stock”), of the Company, specified above (the “Firm Securities”) and, at the election of the Purchaser, up to an aggregate of $30,000,000 additional aggregate principal amount (the “Optional Securities”) (the Firm Securities and the Optional Securities which the Purchaser elects to purchase pursuant to Section 2 hereof are herein collectively called the “Securities”). In connection with the offering of the Securities, the Company is entering into convertible note hedge and warrant transactions with Goldman, Sachs & Co. (the “Convertible Note Hedge and Warrant Counterparty”) pursuant to confirmation letters, dated July 29, 2008, subject to an agreement in the f
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of May 20, 2003 Among THE FINANCIAL INSTITUTIONS NAMED HEREIN as the Lenders and BANK OF AMERICA, N.A. as the Agent and PSS WORLD MEDICAL, INC. AND CERTAIN OF ITS SUBSIDIARIES as the Borrowers and CERTAIN...Credit Agreement • November 10th, 2010 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Georgia
This Amended and Restated Credit Agreement, dated as of May 20, 2003 (this “Agreement”), among the financial institutions from time to time parties hereto (such financial institutions, together with their respective successors and assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), Bank of America, N.A., as agent for the Lenders (in its capacity as agent, the “Agent”), PSS World Medical, Inc., a Florida corporation (“PSS”), Gulf South Medical Supply, Inc., a Delaware corporation (“Gulf South”), and Physician Sales & Services Limited Partnership, a Florida limited partnership (“PSS LP”); PSS, Gulf South and PSS LP are referred to hereinafter each individually as a “Borrower” and collectively as the “Borrowers”), and PSS Holding, Inc., a Florida corporation (“PSS Holding”), PSS Service, Inc., a Florida corporation (“PSS Service”), Physician Sales & Service, Inc., a Florida corporation (“Physician Sales & Service”), and ThriftyMed, Inc.
