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 29, 2006
MEDICAL STAFFING NETWORK HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware 001-31299 65-0865171
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
901 Yamato Road, Suite 110, Boca Raton, FL 33431
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(Address of principal executive offices)
Registrant's telephone number, including area code: 561-322-1300
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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 (see General Instruction A.2. below):
|_| 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. Amendment of a Material Definitive Agreement
On September 29, 2006, Medical Staffing Network, Inc. ("Medical Staffing
Network"), an indirect wholly-owned subsidiary of Medical Staffing Network
Holdings, Inc. (the "Company"), entered into an amended and restated credit
agreement with the lenders from time to time listed on the signature pages
thereto, the other credit parties named therein, General Electric Capital
Corporation, as administrative agent and as a lender, and LaSalle Bank National
Association (the "Amended and Restated Credit Agreement"), which amends its
existing credit agreement, dated as of December 22, 2003. Medical Staffing
Network is the borrower under the Amended and Restated Credit Agreement, which
provides for a $40 million revolving credit facility, of which more than $20
million was undrawn on September 29, 2006. All of the indebtedness outstanding
under the Amended and Restated Credit Agreement is guaranteed by the Company,
Medical Staffing Holdings, LLC, a wholly-owned subsidiary of the Company and the
parent of Medical Staffing Network, and each of Medical Staffing Network's
subsidiaries.
The revolving credit facility under the Amended and Restated Credit
Agreement will mature on September 29, 2009. The interest rates per annum
applicable to the loans outstanding under the Amended and Restated Credit
Agreement will, at Medical Staffing Network's option, be equal to either a base
rate or a LIBOR rate for one, two, three or six months, in each case plus an
applicable margin percentage. The Amended and Restated Credit Agreement contains
certain covenants that limit the ability of Medical Staffing Network, the
Company and the subsidiaries of Medical Staffing Network to engage in certain
actions. The Amended and Restated Credit Agreement contains customary events of
default including, without limitation, the representations and warranties made
in or in connection with the Loan Documents (as defined therein), prove to have
been false in any material respect when made, the failure to make required
payments, failure to comply with certain agreements or covenants, certain events
of bankruptcy or insolvency, failure to pay certain judgments and in the event
of a Change of Control (as defined therein). If such an event of default occurs,
the lenders under the Amended and Restated Credit Agreement would be entitled to
take various actions, including the acceleration of amounts due thereunder.
The above summary of the Amended and Restated Credit Agreement is qualified
in its entirety by reference to the Amended and Restated Credit Agreement, which
will be filed as an exhibit to the Company's quarterly report on Form 10-Q for
the quarter ending September 24, 2006.
Item 2.03 Creation of a Direct Financial Obligation
The information set forth in Item 1.01 is incorporated herein by reference
into this Item 2.03.
Item 8.01 Other Events
On September 29, 2006, the Company issued a press release announcing the
entry into the Amended and Restated Credit Agreement. A copy of the press
release is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits:
99.1 Press Release dated September 29, 2006.
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: September 29, 2006 MEDICAL STAFFING NETWORK HOLDINGS, INC.
By: /s/ Kevin S. Little
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Kevin S. Little
President and Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
99.1 Press Release dated September 29, 2006.