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Published on 2/1/2008 in the Prospect News Bank Loan Daily.

MSC - Medical Services amends revolver, changing pro forma calculations, covenants

By Jennifer Chiou

New York, Feb. 1 - MSC - Medical Services Co. entered into the fourth amendment to its revolving credit agreement to, among other changes, modify pro forma calculations and reduce the consolidated fixed-charge coverage ratio, according to an 8-K filing with the Securities and Exchange Commission.

Also, on Jan. 28, the company announced the acquisitions of ZoneCare USA of Delray, LLC, Speedy Re-employment, LLC and SelectMRI, LLC for $25 million, $7 million and $500,000, respectively.

The Jacksonville, Fla., provider of ancillary health care products and services to workers' compensation payors entered into the amendment with Bank of America, NA.

Under the agreement, a new section regarding pro forma calculations was added, which provides that for the purposes of calculating the consolidated fixed-charge coverage ratio and the first-lien leverage ratio, investments made by the company or any of its subsidiaries shall be calculated on a pro forma basis.

Additionally, consolidated EBITDA of MSC in respect of the fiscal quarters ended June 30, 2007, Sept. 30 and Dec. 31 shall be increased by $1.4 million, $1.1 million and $1.2 million, respectively, in order to give pro forma effect to the acquisition of all of the membership interests in Speedy Re-Employment and ZoneCare, and, through SelectMRI Acquisition, LLC, substantially all of the assets of SelectMRI, LLC.

The amendments also state that any investments financed solely with investment equity contribution proceeds shall be excluded from the covenant restricting restricted transactions.

The minimum consolidated fixed-charge coverage ratios required by the company during the fiscal quarter period ending March 31 and thereafter have been reduced to a range of 0.80:1.00 to 1.25:1.00.

In addition, MSC's annual limits on capital expenditures were amended to allow a range of $5 million to $5.8 million for the remainder of the agreement term.


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