SEC Filings

PERNIX THERAPEUTICS HOLDINGS, INC. filed this Form 8-K on 02/27/2019
Entire Document


accordance with the Approved Budget5 and this Interim Order, subject to any Permitted Variances. Subject to the Carve-Out, the DIP Lenders’ consent to the Approved Budget shall not be construed as consent to the use of DIP Loans or Cash Collateral beyond the occurrence of a Termination Event (as defined below), regardless of whether the aggregate funds shown on the Approved Budget have been expended.


(b)               Subject to paragraph 32 of this Interim Order, upon the written consent of the DIP Lenders and the Debtors, and without further order of the Court, the Approved Budget may be amended from time to time. The Debtors shall provide a copy of any so amended revised budget to the U.S. Trustee and counsel to the Committee, if any.


9.                  Permitted Variance.


(a)               Compliance with the Approved Budget shall be tested on a cumulative basis, beginning the fourth week after the Petition Date and each subsequent week thereafter. For each Budget Test Period6, the Borrower will not permit:


(i)                 the actual aggregate amount of net receipts collected to be less than 80% of the aggregate budgeted amount of net receipts set forth in the Approved Budget for such Budget Test Period (“Net Receipt Permitted Variance”); provided that the Required Lenders (as defined in the DIP Credit Agreement) may authorize the Borrower in writing to exceed the Net Receipt Permitted Variance for any Budget Test Period; or



5Approved Budget” means (i) the initial budget projecting operations for the ensuing thirteen (13) week period, including cash flow, forecasts of receipts, and disbursements, attached hereto as Exhibit 1, and (ii) each subsequent thirteen (13) week cash flow forecast of receipts and disbursements (in substantially the same format as the prior monthly cash flow forecast of receipts and disbursements) submitted by the Borrower to the DIP Lenders no less frequently than once every four (4) weeks commencing on the Thursday of the fourth (4th) week following the Petition Date.


6Budget Test Period” means the period, commencing on the Monday of the first week following the Petition Date, during which the Borrower’s compliance with each Approved Budget shall be tested in accordance with the terms of this Interim Order or the Final Order.