Executive Brief
- Option Care Health, Inc. entered into a Fourth Amendment to its Amended and Restated First Lien Credit Agreement on September 22, 2025 (Item 1.01).
- The Amendment refinances existing term loans with a new class bearing interest at Term SOFR + 1.75%, maturing seven years from the Amendment date (Item 1.01).
- Incremental term loans of approximately $49.64 million were added at the same interest rate and maturity (Item 1.01).
- The maturity date of revolving credit commitments was extended to the fifth anniversary of the Amendment date, with a springing maturity clause linked to Unsecured Notes repayment (Item 1.01).
- Post-Amendment, the principal amount of First Lien Term Loan indebtedness is approximately $678 million (Item 1.01).
- The Amendment involves multiple lenders including 2025 Refinancing Term Lenders, Incremental Term Lenders, Extending Revolving Credit Lenders, and Bank of America as administrative agent (Item 1.01).
- The Amendment is incorporated by reference into Item 2.03 as a creation of a direct financial obligation (Item 2.03).
- The full Amendment text is filed as Exhibit 10.1 (Item 9.01).
- No new financial guidance, officer changes, or other Items were disclosed.
- Key risk to monitor: impact of extended maturities and incremental debt on liquidity and covenant compliance.
Item-by-Item Analysis
Item 1.01 – Entry into a Material Definitive Agreement
- What happened: Option Care Health entered into the Fourth Amendment to its Amended and Restated First Lien Credit Agreement on September 22, 2025.
- Parties/terms:
- Borrower: Option Care Health, Inc. and certain subsidiaries.
- Lenders: 2025 Refinancing Term Lenders, 2025 Incremental Term Lenders, Extending Revolving Credit Lenders.
- Administrative Agent: Bank of America, N.A.
- Refinanced existing term loans with new term loans bearing interest at Term SOFR + 1.75%.
- Maturity: Seven years from the Amendment effective date.
- Incremental term loans: $49,639,386.20 at same interest rate and maturity.
- Revolving credit commitments maturity extended to fifth anniversary of Amendment date, with springing maturity 91 days prior to Unsecured Notes maturity if any remain unpaid.
- Post-Amendment principal amount of First Lien Term Loan indebtedness: approx. $678,000,000.
- Conditions/closing: Not detailed beyond effective date of September 22, 2025.
- Source: (Item 1.01, paras 1-4), (Exhibit 10.1).
Item 2.03 – Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
- What happened: The Amendment described in Item 1.01 creates new direct financial obligations.
- Source: Incorporated by reference from Item 1.01.
Item 9.01 – Financial Statements and Exhibits
- Exhibit 10.1: Fourth Amendment to Amended and Restated First Lien Credit Agreement dated September 22, 2025.
- Source: (Item 9.01), (Exhibit 10.1).
Exhibits Summary
- Exhibit 10.1: Full text of the Fourth Amendment detailing refinancing terms, incremental loans, maturity extensions, and parties involved.
Financial & Dilution Impact
- Incremental term loans of $49.64 million increase debt principal.
- Total First Lien Term Loan principal post-Amendment approx. $678 million.
- Interest rate lowered to Term SOFR + 1.75%.
- Revolving credit maturity extended, potentially improving liquidity timing.
- No equity dilution or share issuance disclosed.
Timeline & Required Actions
- Amendment effective date: September 22, 2025.
- Revolving credit maturity extended to September 22, 2030 (five years post-Amendment), subject to springing maturity clause.
- No other approvals or filings disclosed.
Risks & Monitoring
- Monitor impact of increased debt and extended maturities on covenant compliance and liquidity.
- Watch for any triggers related to Unsecured Notes repayment affecting revolving credit maturity.
- Interest rate exposure tied to Term SOFR fluctuations.
Metadata & Quality Checks
- No OCR or parsing issues noted.
- Non-GAAP reconciliation: Unknown.
- Forward-looking statements: Not explicitly referenced.
- Related-party transactions: None disclosed.
Final Checklist
- Identified Items 1.01, 2.03, 9.01.
- Extracted key financial terms and parties.
- Summarized Exhibit 10.1 contents.
- Quantified debt amounts and interest rates.
- Noted effective dates and maturity extensions.
- Highlighted risks and monitoring points.
- No missing or contradictory information detected.