Accuray Incorporated Entered into A Senior Secured Credit Agreement

Published: 2025-06-06 09:06:08 ET ARAY

Published on 06/06/2025 at 09:06

Accuray Incorporated entered into a senior secured credit agreement (the ?Financing Agreement?) by and among the Company, as borrower (the ?Borrower?), TCW Asset Management Company LLC, a leading global asset manager (?TCW?), as collateral agent for the lenders (in such capacity, together with its successors and assigns in such capacity, the ?Collateral Agent?) and as administrative agent for the lenders (in such capacity, together with its successors and assigns in such capacity, the ?Administrative Agent?, and together with the Collateral Agent, each an ?Agent? and collectively, the ?Agents?), and certain other parties signatory thereto. The Financing Agreement provides for (a) $150 million of new five-year term loan facilities (the ?Term Loan Facilities?), (b) a new $20 million delayed draw term loan facility (the ?Delayed Draw Facility?) and (c) a new $20 million revolving credit facility (the ?Revolving Credit Facility?

and, together with the Term Loan Facilities and Delayed Draw Facility, the ?Facilities?). The proceeds of the Term Loan Facilities will be used to fully refinance the Company?s existing senior secured indebtedness and to consummate the Exchange. It is intended that the proceeds of the Delayed Draw Facility may be used to fund any future repurchases of outstanding 2026 Notes.

The proceeds of loans drawn under the Revolving Credit Facility will be used to fund the general working capital needs and general corporate purposes of the Company and its subsidiaries. The Facilities? stated maturity date is June 6, 2030.

The Borrower?s obligations under the Financing Agreement are secured by first-priority liens on substantially all assets of the Borrower, subject to certain exceptions. The Financing Agreement requires the Borrower to cause certain of its direct and indirect subsidiaries to, within 90 days of the closing date of the Financing Agreement, grant first-priority liens on substantially all of their assets, in each case, subject to certain exceptions. Interest on the borrowings under the Facilities is payable in arrears on the applicable interest payment date at an interest rate equal to, at the Company?s option, either: (i) a term SOFR-based rate (subject to a 2.00% per annum floor), plus an applicable margin of 8.50%, per annum or (ii) a base rate (subject to a 3.00% per annum floor), plus an applicable margin of 7.50% per annum, up to 6.00% per annum of which may be paid in kind by capitalizing such interest and adding it to the outstanding principal balance of the Term Loan Facility or Delayed Draw Facility, as applicable (subject to an increase in applicable margin of 1/3 of 1.00% per annum for each 1.00% per annum of interest elected to be paid in kind).

The Financing Agreement requires the Borrower to pay the lenders with commitments under the Revolving Credit Facility an unused commitment fee equal to 0.50% per annum of the average unused portion of the Revolving Credit Facility.