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): September 6, 2005
Integrated Healthcare Holdings, Inc.
(Exact Name of Registrant as Specified in Charter)
Nevada 0-23511 87-0412182
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
695 Town Center Drive, Suite 260, Costa Mesa, California 92626
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (714) 434-9191
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(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.
As previously announced, on or about May 9, 2005, Integrated Healthcare
Holdings, Inc. (the "Company") received a Notice of Default from Medical
Provider Financial Corporation II ("MedCap"). MedCap is the lender to the
Company under a $50 million acquisition loan and a working capital non-revolving
line of credit of up to $30 million under a Credit Agreement, dated as of March
3, 2005 (the "Credit Agreement"). Also as previously announced, on June 16,
2005, the Company entered into an Agreement to Forbear, dated as of June 1,
2005, by and among the Company, certain of its subsidiaries, Orange County
Physicians Investment Network, LLC ("OCPIN"), West Coast Holdings, LLC, and
MedCap (the "Forbearance Agreement"). Among other things, under the Forbearance
Agreement MedCap agreed for 100 days (as long as another default does not occur)
to forbear from (i) recording Notices of Default, (ii) filing a judicial
foreclosure lawsuit against the Company, OCPIN and West Coast Holdings, LLC, and
(iii) filing lawsuits against the Company, OCPIN and West Coast Holdings, LLC
(the "Forbearance Period").
On September 6, 2005, all parties executed an Amendment No. 1 to the
Forbearance Agreement (the "Amendment"). The Amendment extended the Forbearance
Period to October 7, 2005, changes the interest rate payable to MedCap on all
loans under the Credit Agreement to 14% from the default rate under the Credit
Agreement, and provides for certain releases and indemnities.
The Amendment is furnished as an exhibit to this Report. The preceding
description of the Amendment is summary in nature and does not purport to be
complete. This summary should be read in connection with the exhibit hereto.
Item 2.04 Triggering Events That Accelerate or Increase a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet Arrangement.
The disclosures contained in Item 1.01 of this Report are hereby
incorporated under this item by reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Exhibit
Number Description
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99.1 Amendment No. 1 to the Agreement to Forbear, dated September 1, 2005.
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SIGNATURES
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.
Integrated Healthcare Holdings, Inc.
By: /s/ Larry Anderson
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Name: Larry Anderson
Title: President
Date: September 12, 2005
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