RadNet Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Regulation FD Disclosure, Financial Statements and Exhibits
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Item 1.01. Entry into a Material Definitive Agreement.
On June 10, 2026, RadNet, Inc. (the “Company”) and the Company’s wholly-owned subsidiary, Radnet Management, Inc. (the “Borrower”), entered into Incremental Amendment No. 3 to Credit and Guaranty Agreement (the “Third Amendment”) with the lenders and financial institutions named therein (collectively, the “Lenders”), Barclays Bank PLC, as administrative agent and collateral agent on behalf of the lenders, and substantially all of the Company’s wholly-owned domestic subsidiaries and certain of its affiliates as guarantors. The Third Amendment amends the Third Amended and Restated First Lien Credit and Guaranty Agreement dated as of April 18, 2024, as amended on November 26, 2024 by Amendment No. 1 to Credit and Guaranty Agreement and as amended on June 11, 2025 by Amendment No. 2 to Credit and Guaranty Agreement (as further amended prior to the Third Amendment, the “Existing Credit Agreement” and, as amended by the Third Amendment, the “Credit Agreement”) and contains the following material terms:
Borrowing. Pursuant to the Third Amendment, certain Lenders agreed to provide the Borrower an Incremental Term Commitment (as defined by the Existing Credit Agreement) in an aggregate principal amount of $250.0 million (the “2026 Incremental Term Loan”), which will be added to and form a part of the existing term loan under the Existing Credit Agreement (the “Existing Term Loan,” together with the 2026 Incremental Term Loan, the “Term Loan”).
Use of Proceeds. Borrower plans to use the proceeds from the 2026 Incremental Term Loan for future acquisitions, organic expansion initiatives, health system partnerships, and general corporate purposes.
Payments. Pursuant to the Third Amendment, the Borrower will be required to make quarterly payments of principal on the Term Loan in the amount of approximately $3.1 million compared to approximately $2.4 million prior to the entry of the Third Amendment.
Maturity. The maturity date for the 2026 Incremental Term Loan is April 18, 2031, coincident with the maturity date of the $958.7 million balance of the Existing Term Loan under the Existing Credit Agreement.
Interest Rates. The interest rate on the Term Loan was reduced by 0.25% to, at the Company’s election, either Term SOFR (as defined in the Credit Agreement) plus 2.00% or the Alternate Base Rate (as defined in the Credit Agreement) plus 1.00%. In addition, the interest rate on the Company’s existing $282 million revolving credit facility (currently undrawn upon) was reduced by 0.25%.
Call Protection. The Company provided call protection to the holders of the 2026 Refinancing Term Loans (as defined in the Credit Agreement) for a period of six months following the Third Amendment.
All other material terms of the Credit Agreement, including the maturity of the Term Loan and revolving credit facility, covenants, events of default and security remain unchanged.
A copy of the Third Amendment is included as Exhibit 10.1 to this report and is incorporated herein by this reference. The foregoing summary description of the Third Amendment does not purport to be complete and is qualified in its entirety by reference to Exhibit 10.1.
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Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 of this report is incorporated herein by reference.
Item 7.01. Regulation FD.
The Company issued a press release related to the Third Amendment. The information contained in this Item 7.01 and in Exhibit 99.1 attached to this Report is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of such section. Furthermore, such information shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Incremental Amendment No. 3 to Credit and Guaranty Agreement, dated as of June 10, 2026, by and among Radnet Management, Inc., a California corporation, RadNet, Inc., a Delaware corporation, certain subsidiaries and affiliates of Radnet Management, Inc., as Guarantors, the lenders and other financial institutions from time to time party thereto, and Barclays Bank PLC, as administrative agent and collateral agent. | |
| 99.1 | Press Release dated June 10, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL document) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: June 10, 2026 | RADNET, INC. | ||
| By: | /s/ Mark D. Stolper | ||
| Name: | Mark D. Stolper | ||
| Title: | Chief Financial Officer | ||
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