UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): DECEMBER 15, 2005
AIR METHODS CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 0-16079 84-0915893
(State or other jurisdiction of (Commission file number) (I.R.S. Employer
incorporation or organization) Identification Number)
7301 SOUTH PEORIA 80112
ENGLEWOOD, COLORADO
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (303) 792-7400
NOT APPLICABLE
(Former name or former address, if changed since last report)
-----------------
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
See disclosure contained in Item 2.03 below, which is incorporated herein by
reference.
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER
AN OFF BALANCE SHEET ARRANGEMENT OF A REGISTRANT
On December 15, 2005, Air Methods Corporation entered into Amendment No. 1 to
Amended and Restated Revolving Credit, Term Loan and Security Agreement (the
"Loan Amendment") among the registrant and its wholly owned subsidiaries, Rocky
Mountain Holdings, L.L.C., Mercy Air Service, Inc., LifeNet, Inc., the lenders
parties thereto and PNC Bank, National Association, as agent for the lenders,
that amends the Amended and Restated Revolving Credit, Term Loan and Security
Agreement, dated as of May 9, 2005 (the "Amended Credit Agreement").
The Loan Amendment, among other things, extends the maturity date of the
existing credit agreement, consolidates the existing term loans and increases
the maximum principal sum of the aggregate term loan from $20,000,000 to
$25,000,000, amends the leverage ratio financial covenant applicable to the
borrowers, increases the applicable interest rate for the term loans, reduces
the quarterly term loan principal payment amount and amends certain provisions
regarding advances under the revolving line of credit. The maturity date of the
Amended Credit Agreement is December 14, 2010, unless sooner terminated as
provided in the Amended Credit Agreement.
A copy of Amendment No. 1 to Amended and Restated Revolving Credit, Term Loan
and Security Agreement is attached hereto as Exhibit 10.1 and is incorporated
herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
EXHIBIT NO. DESCRIPTION
- ----------- -----------
10.1 Amendment No. 1 to Amended and Restated Revolving Credit, Term
Loan and Security Agreement, dated as of December 15, 2005, among
Air Methods Corporation, Rocky Mountain Holdings, L.L.C., Mercy
Air Service, Inc., LifeNet, Inc., the lenders parties thereto and
PNC Bank, National Association, as agent for the lenders.
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: December 19, 2005
AIR METHODS CORPORATION
By: /s/ Trent J. Carman
------------------------------
Name: Trent J. Carman
Title: Chief Financial Officer
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
- ----------- -----------
10.1 Amendment No. 1 to Amended and Restated Revolving Credit, Term
Loan and Security Agreement, dated as of December 15, 2005, among
Air Methods Corporation, Rocky Mountain Holdings, L.L.C., Mercy
Air Service, Inc., LifeNet, Inc., the lenders parties thereto,
PNC Bank, National Association, as agent for the lenders.