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NUTRI SYSTEM INC /DE/ FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Financial Statements and Exhibits

June 20, 2014



Item 1.01. Entry into a Material Definitive Agreement

On June 19, 2014, Nutrisystem, Inc. (the "Company") entered into a Fourth Amendment and Modification to Credit Agreement, among the Company, certain subsidiaries of the Company, Manufacturers and Traders Trust Company, as Administrative Agent (the "Administrative Agent"), and the other lenders party thereto (the "Fourth Amendment"). The Fourth Amendment amends that certain Credit Agreement dated as of November 8, 2012, by and among the Company, certain subsidiaries of the Company, the Administrative Agent and the lenders described therein (as amended by that certain First Amendment and Modification to Credit Agreement dated as of December 31, 2012, that certain Second Amendment and Modification to Credit Agreement dated as of August 13, 2013, that certain Third Amendment and Modification to Credit Agreement dated as of November 4, 2013) (collectively, "Credit Agreement"). The Credit Agreement provides for a $40 million secured revolving credit facility, including a sublimit of $6 million for letters of credit. The Credit Agreement was amended by the Fourth Amendment (i) to permit the Company to purchase, redeem or otherwise acquire equity interests issued by it so long as no default or event of default shall have occurred at the time of any such action or would result therefrom, (ii) to provide that as of the end of each period of four consecutive quarters of the Company, the minimum consolidated fixed charge coverage ratio shall not be less than 1.10 to 1 and (iii) to provide that as of the end of each fiscal quarter of the Company, the consolidated tangible net worth of the Company shall not be less than $40 million.

The description of the Fourth Amendment herein does not purport to be complete and is qualified in its entirety by reference to the Fourth Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No. Description

10.1 Fourth Amendment and Modification to Credit Agreement dated June 19, 2014, among the Company, certain subsidiaries of the Company, Manufacturers and Traders Trust Company, as Administrative Agent, and certain other Lenders.

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Source: Edgar Glimpses


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