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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) November 29, 2005
CARDIODYNAMICS INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
California 0-11868 95-3533362
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
6175 Nancy Ridge Drive, San Diego, California 92121
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (858)-535-0202
n/a
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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 (see General Instructions 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))
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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On November 29, 2005, the Registrant entered into a fifth amendment to its
second amended and restated loan and security agreement.
The amendment extends the maturity date of our $5 million revolving credit line
to November 13, 2006 and extends the maturity date of our term loan to November
1, 2008. The amendment also eliminates certain covenants related to minimum
tangible net worth, liabilities to tangible net worth and debt service coverage
ratio's and adds a maximum loss covenant as well as reduces the minimum
liquidity requirement from $2 million to $1 million on deposit at the bank and
increases the interest rate by one half percent to the bank's monthly prime rate
plus one percent.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
EXHIBITS.
Exhibit 10.5 - Fifth amendment to second amended and restated loan and
security agreement dated November 13, 2005.
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.
CardioDynamics International Corporation
Date: November 29, 2005 /Stephen P. Loomis/
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Stephen P. Loomis
Chief Financial Officer