Hanger, Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2015-12-18: Form 8-K; Period of report 2015-12-18; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
- 2015-12-15: Form 8-K; Period of report 2015-12-11; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
- 2015-12-09: Form 8-K; Period of report 2015-12-09; Description 7.01 Regulation FD Disclosure; Details 7.01.
- 2015-12-07: Form 8-K; Period of report 2015-12-07; Description 7.01 Regulation FD Disclosure; Details 7.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2015-12-18 | 8-K | 2015-12-18 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Hanger, Inc. (the “Company”) announced that Patricia B. Shrader and Eric A. Green informed the Board of Directors (the “Board”) on December 17, 2015 of their resignations from the Board effective immediately. | a8-kdirectorchangesullivan.htm |
| 2015-12-15 | 8-K | 2015-12-11 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | a15-25056_18k.htm |
| 2015-12-09 | 8-K | 2015-12-09 | 7.01 Regulation FD Disclosure | 7.01 On December 9, 2015, Hanger, Inc. (the “Company”) announced a second amendment (the “Amendment”) to its previously announced consent solicitation (as amended, and as previously amended and restated, the “Consent Solicitation”) relating to its $200,000,000 aggregate principal amount 71/8% Senior Notes due 2018 (the “Notes”) as issued under the Indenture, dated as of November 2, 2010, by and between the Company and Wilmington Trust Company, as trustee (the “Trustee”) (as amended and supplemented to date, the “Indenture”) to amend, among other things, (i) the proposed new reporting obligation in the Indenture relating to the Company’s issuance of certain cash flows and other data until such time as the Company is Current in its reporting obligations with the SEC to provide the holders with an additional interest payment of $5.00 per $1,000 in aggregate principal amount of Notes if the Company fails to comply with the new reporting obligation, and (ii) the expiration date of the Consent Solicitation. | a15-24750_18k.htm |
| 2015-12-07 | 8-K | 2015-12-07 | 7.01 Regulation FD Disclosure | 7.01 On December 7, 2015, Hanger, Inc. (the “Company”) announced an amendment (the “Amendment”) to its previously announced consent solicitation (as amended, and as previously amended and restated, the “Consent Solicitation”) relating to its $200,000,000 aggregate principal amount 71/8% Senior Notes due 2018 (the “Notes”) as issued under the Indenture, dated as of November 2, 2010, by and between the Company and Wilmington Trust Company, as trustee (the “Trustee”) (as amended and supplemented to date, the “Indenture”) to (i) amend the definition of the termination date of the Proposed Amendment and Waiver (as defined below) to provide that August 31, 2016 is the latest termination date, (ii) include a revision to the definition of “permitted liens” in the Indenture, which revision will limit, subject to certain exceptions, the Company’s ability to incur secured debt to an amount not to exceed $375.0 million, except as may be incurred to refinance the Notes, until such time as the Company is Current (as defined below) in its periodic reporting obligations with the Securities and Exchange Commission (the “SEC”), (iii) include in the Indenture a new reporting covenant relating to certain cash flows and other data, if the Company in its sole determination concludes that providing such information can be done in compliance with its obligations under applicable securities laws, until such time as the Company is Current in its periodic reporting obligations with the SEC, and (iv) amend the expiration date of the Consent Solicitation. | a15-24638_18k.htm |
| 2015-11-30 | 8-K | 2015-11-30 | 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 7.01 Regulation FD Disclosure | 2.04 In connection with the failure of Hanger, Inc. (the “Company”) to comply with the financial reporting covenant under the Indenture, dated as of November 2, 2010, by and between the Company and Wilmington Trust Company, as trustee (the “Trustee”) (as amended and supplemented to date, the “Indenture”), on November 25, 2015 (the “Notice Date”), the Company received a notice of default (the “Notice of Default”) from a single noteholder who holds greater than 25% in aggregate principal amount of the Company’s 71/8% Senior Notes due 2018 (the “Notes”) issued under the Indenture. 7.01 On November 30, 2015, the Company announced that it was amending and restating the terms of its previously announced consent solicitation (as amended and restated, the “Consent Solicitation”) relating to the Notes to, among other things, amend (i) the consent fees payable pursuant to the Consent Solicitation, (ii) the proposed increased interest rates on the Notes, and (iii) the expiration date of the Consent Solicitation. | a15-24164_18k.htm |
| 2015-11-19 | 8-K | 2015-11-19 | 7.01 Regulation FD Disclosure | 7.01 On November 19, 2015, Hanger, Inc. (the “Company”) announced that it is soliciting consents from holders of its $200,000,000 aggregate principal amount 71/8% Senior Notes due 2018 (the “Notes”) to amend and waive (the “Proposed Amendment and Waiver”) certain provisions of the indenture pursuant to which the Notes were issued (the “Consent Solicitation”). | a15-23750_18k.htm |
| 2015-11-13 | 8-K | 2015-11-13 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | a15-23029_18k.htm |
| 2015-11-12 | 8-K | 2015-11-12 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 Hanger, Inc. (the “Company”) has previously reported in its Current Reports on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on February 17, 2015, March 23, 2015, June 9, 2015 and September 21, 2015 (the “Prior Form 8-Ks”) that the Company will be restating certain previously filed financial statements and other financial data as a result of various accounting issues and related matters. 8.01 The Company has previously identified certain material weaknesses in its internal control over financial reporting in its Annual Report on Form 10-K for the year ended December 31, 2013 and in its Current Report on Form 8-K filed on February 17, 2015, as well as a material weakness relating to the ineffectiveness of the Company’s control environment. | a15-22725_18k.htm |
| 2015-09-21 | 8-K | 2015-09-18 | 7.01 Regulation FD Disclosure | 7.01 On September 18, 2015, Hanger, Inc. (the “Company”) received a notification from the New York Stock Exchange (the “NYSE”) advising the Company that its plan of compliance, submitted to the NYSE on September 9, 2015, has been approved, with an extended compliance date of March 19, 2016. | a15-19837_18k.htm |
| 2015-09-14 | 8-K | 2015-09-11 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | a15-19628_18k.htm |
| 2015-08-17 | 8-K | 2015-08-17 | 8.01 Other Events | 8.01 Hanger, Inc. (the “Company”) has previously reported in its Current Reports on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on February 17, 2015, March 23, 2015 and June 9, 2015 (the “Prior Form 8-Ks”), that the Company will be restating certain previously filed financial statements and other financial data as a result of various accounting issues and related matters. | a15-18118_18k.htm |
| 2015-08-14 | 8-K | 2015-08-11 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective August 11, 2015, Gabrielle B. Adams will serve as the principal accounting officer of the Company for financial reporting purposes with the Securities and Exchange Commission. | a15-17670_18k.htm |
| 2015-07-20 | 8-K | 2015-07-20 | 8.01 Other Events | 8.01 Effective July 20, 2015, Scott Ranson became Chief Information Officer of Hanger, Inc. (the “Company”). | a15-15869_18k.htm |
| 2015-07-09 | 8-K | 2015-07-09 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | a15-15412_18k.htm |
| 2015-06-30 | 8-K | 2015-06-30 | 7.01 Regulation FD Disclosure | 7.01 On June 30, 2015, Hanger, Inc. (the “Company”) announced that it is soliciting consents from holders of its $200,000,000 aggregate principal amount 71/8% Senior Notes due 2018 (the “Notes”) to amend and waive (the “Proposed Amendment and Waiver”) certain provisions of the indenture pursuant to which the Notes were issued (the “Consent Solicitation”). | a15-14911_18k.htm |
| 2015-06-22 | 8-K | 2015-06-19 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | a15-14494_18k.htm |
| 2015-06-09 | 8-K | 2015-06-08 | 2.02 Results of Operations and Financial Condition; 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review | a15-13722_18k.htm | |
| 2015-05-18 | 8-K | 2015-05-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Hanger, Inc. (the “Company”) announced that on May 14, 2015 the Company’s Board of Directors (the “Board”) elected Cynthia L. Lucchese as a director of the Company to serve until the 2015 annual meeting of stockholders of the Company and until her successor is elected and qualified. | a15-11835_18k.htm |
| 2015-03-23 | 8-K | 2015-03-18 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On March 18, 2015, Hanger, Inc. (the “Company”) received a notice from the New York Stock Exchange (the “NYSE”) indicating that the Company is not in compliance with the NYSE’s continued listing requirements under the timely filing criteria outlined in Section 802.01E of the NYSE Listed Company Manual as a result of its failure to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2014. | a15-7354_18k.htm |
| 2015-03-23 | 8-K | 2015-03-17 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 The Company filed a Current Report on Form 8-K on February 17, 2015 that, among other things, disclosed that, in the fourth quarter of 2014, in connection with ongoing remediation efforts undertaken to address previously identified material weaknesses related to inventory, it implemented new estimation methods, processes and controls to refine the manner in which it values raw materials and work-in-process inventory at Hanger Clinic. | a15-7341_18k.htm |
| 2015-02-17 | 8-K | 2015-02-16 | 2.02 Results of Operations and Financial Condition; 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review; 8.01 Other Events | 8.01 In connection with the errors discovered in the Company’s financial statements and other financial data for the Non-reliance Periods described above in Item 4.02(a) and the Company’s ongoing assessment of its internal control over financial reporting, the Audit Committee of the Board of Directors has also concluded that there existed previously unreported material weaknesses in the Company’s internal control over financial reporting as of December 31, 2013 and in subsequent periods. | a15-4721_18k.htm |
| 2015-01-05 | 8-K | 2015-01-01 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective January 1, 2015, Thomas E. Kiraly, Executive Vice President of Hanger, Inc. (the “Company”), succeeded George E. McHenry as Chief Financial Officer of the Company and became the Company’s principal financial officer. | a14-26420_18k.htm |