Item 1.01 Entry into a Material Definitive Agreement 3
Item 9.01 (d) Exhibits 3
2
Item 1.01 Entry into a Material Definitive Agreement.
As previously reported by CareView Communications, Inc. (the "Company") in our
Current Report on Form 8-K filed with the Securities and Exchange Commission
(the "SEC") on February 5, 2018, on February 2, 2018 the Company entered into an
amendment (the "Rockwell Note Amendment") to the Company's Promissory Note to
Rockwell Holdings I, LLC ("Rockwell") dated as of January 31, 2017 (the
"Rockwell Note"), pursuant to which Rockwell agreed to defer $50,000 of each
$100,000 quarterly payment due under the Rockwell Note from January 1, 2018
through the termination of the modification period provided for under the
Modification Agreement entered into on February 2, 2018, as amended, by and
among the Company, CareView Communications, Inc., a Texas corporation and a
wholly owned subsidiary of the Company (the "Borrower"), CareView Operations,
L.L.C., a Texas limited liability company and a wholly owned subsidiary of the
Borrower, and PDL Investment Holdings, LLC (as assignee of PDL BioPharma, Inc.),
in its capacity as administrative agent and lender (the "Lender") under the
Credit Agreement dated as of June 26, 2015, as amended, by and among the
Company, the Borrower and the Lender.
As previously reported in our Current Report on Form 8-K filed with the SEC on
January 7, 2020, the Company and Rockwell entered into a Second Amendment to the
Rockwell Note (the "Second Rockwell Note Amendment") on December 31, 2019,
pursuant to which Rockwell agreed to extend the term of the Rockwell Note by one
year, to December 31, 2020, and agreed to extend the time to make the quarterly
payment that would otherwise be due on December 31, 2019 to January 31, 2020.
As previously reported in our Current Report on Form 8-K filed with the SEC on
February 6, 2020, the Company and Rockwell entered into a Third Amendment to the
Rockwell Note (the "Third Rockwell Note Amendment") effective as of January 31,
2020, pursuant to which Rockwell agreed to extend the time to make the quarterly
payment that would otherwise be due on December 31, 2019 from January 31, 2020
to February 10, 2020.
As previously reported in our Current Report on Form 8-K filed with the SEC on
April 17, 2020, the Company and Rockwell entered into a Fourth Amendment to the
Rockwell Note (the "Fourth Rockwell Note Amendment") effective as of March 31,
2020, pursuant to which Rockwell agreed to extend the time to make the quarterly
payment that would otherwise be due on March 31, 2020 to April 16, 2020.
On December 31, 2020, the Company and Rockwell entered into a Fifth Amendment to
the Rockwell Note (the "Fifth Rockwell Note Amendment"), pursuant to which
Rockwell agreed to extend the term of the Rockwell Note by one year, to
December 31, 2021, and agreed that the quarterly principal payment that would
otherwise be due on December 31, 2020 will not be required to be made until
December 31, 2021.
The foregoing descriptions of the Rockwell Note, the Rockwell Note Amendment,
the Second Rockwell Note Amendment, the Third Rockwell Note Amendment, the
Fourth Rockwell Note Amendment and the Fifth Rockwell Note Amendment are
qualified, in their entirety, by reference to each such document, copies of
which are attached as exhibits to this Current Report on Form 8-K and are
incorporated by reference into this Item 1.01.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit No. Date Document
10.01 01/31/17 Promissory Note to Rockwell Holdings I, LLC(1)
10.02 02/02/18 Amendment to Promissory Note to Rockwell Holdings I, LLC(2)
10.03 12/31/19 Second Amendment to Promissory Note to Rockwell Holdings I, LLC(3)
10.04 01/31/20 Third Amendment to Promissory Note to Rockwell Holdings I, LLC(4)
10.05 03/31/20 Fourth Amendment to Promissory Note to Rockwell Holdings I, LLC(5)
10.06 12/31/20 Fifth Amendment to Promissory Note to Rockwell Holdings I, LLC(*)
(1) Filed with the Current Report on Form 8-K filed with the SEC on February 2,
2017.
(2) Filed with the Current Report on Form 8-K filed with the SEC on February 5,
2018.
(3) Filed with the Current Report on Form 8-K filed with the SEC on January 7,
2020.
(4) Filed with the Current Report on Form 8-K filed with the SEC on February 6,
2020.
(5) Filed with the Current Report on Form 8-K filed with the SEC on April 17,
2020.
* Filed herewith.
3
© Edgar Online, source Glimpses