aray-8k_20190530.htm

001-33301		20-8370041
(Commission File Number)		(IRS Employer Identification No.)

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:

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

On May 30, 2019, Accuray Incorporated (the “Company”) entered into (i) an amendment (the “Revolving Loan Amendment”) to its credit and security agreement dated as of June 14, 2017, as previously amended and modified (as further amended, the “Revolving Credit Agreement”), by and among the Company, as borrower, TomoTherapy Incorporated, a direct, wholly-owned subsidiary of the Company, as borrower (together with the Company, the “Borrowers”), any additional borrower that may be added thereto, Midcap Funding IV Trust (as successor by assignment from MidCap Funding X Trust, as successor by assignment from MidCap Funding IV Trust, as successor by assignment from MidCap Financial Trust), individually as a lender and as agent, and the other lenders from time to time parties thereto and (ii) an amendment (the “Term Loan Amendment,” and together with the Revolving Loan Amendment, the “Amendments”) to its credit and security agreement dated as of December 15, 2017, as previously amended and modified (as further amended, the “Term Loan Agreement”), by and among the Borrowers, any additional borrower that may be added thereto, MidCap Financial Trust, individually as a lender and as agent, and the other lenders from time to time parties thereto.

The Term Loan Amendment amended the Term Loan Agreement to, among other things, (i) increase the Term Loan Tranche 2 Commitment (as defined in the Term Loan Agreement) by $461,166, (ii) consolidate both term loan tranches under the Term Loan Agreement into a single term loan, (iii) extend the Commitment Expiry Date (as defined in the Term Loan Agreement) to May 30, 2024, (iv) decrease the applicable margin from 6.75% to 5.50%, and (v) modify the calculation of the prepayment fee set forth in Section 2.2(g) of the Term Loan Agreement.

The Revolving Loan Amendment amended the Revolving Credit Agreement to, among other things, (i) decrease the applicable margin from 4.50% to 3.50%, (ii) extend the Commitment Expiry Date (as defined in the Revolving Credit Agreement) to May 30, 2024 and (iii) modify the calculation of the deferred revolving loan origination fee set forth in Section 2.2(g) of the Revolving Credit Agreement.

The foregoing summary of the terms of the Amendments do not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amendments, copies of which will be filed as exhibits to the Company’s Annual Report on Form 10-K for the year ended June 30, 2019.

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.

	ACCURAY INCORPORATED

Dated: June 4, 2019	By:	/s/ Jesse Chew
		Jesse Chew
		Senior Vice President & General Counsel