| ITEM 1.01 | Entry into a Material Definitive Agreement. |
| ITEM 1.03 | Bankruptcy or Receivership. |
On June 20, 2020, AAC Holdings, Inc., a Nevada corporation (the “Company”), together with all of its direct and indirect subsidiaries (together with the Company, the “Debtors”) filed voluntary petitions (collectively the “Petitions”) for reorganization under Chapter 11 of the U.S. Bankruptcy Code (the “Bankruptcy Code”) in the U.S. Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) thereby commencing Chapter 11 cases for the Debtors (collectively, the “Chapter 11 Cases”). The Chapter 11 Cases are being jointly administered under the captionIn re: AAC Holdings, Inc., et al, CaseNo. 20-11648.
The Debtors continue to operate the Company’s business as“debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and any orders of the Bankruptcy Court. The Bankruptcy Court has granted the Debtors’ “first day” motions seeking customary relief intended to assure the Debtors’ ability to continue to operate in their ordinary course of business.
Additional information about the Chapter 11 Cases, including access to Bankruptcy Court documents, is available online at https://www.donlinrecano.com/Clients/aac/Index, a website administered by Donlin, Recano & Company, Inc., a third party bankruptcy claims and noticing agent. Neither the information contained on such website nor accessible through such website is incorporated by reference into this Current Report on From8-K, nor does any such information form a part of this Current Report on Form8-K.
In connection with the Petitions, on June 19, 2020, the Company, together with the other Debtors, entered into a Restructuring Support Agreement (the “RSA”), together with lenders (the “Consenting Lenders”), which together hold (i) in excess of 89% of the aggregate principal amount of indebtedness outstanding under that certain Credit Agreement, dated as of March 8, 2019, by and among the Company, Credit Suisse AG, as administrative agent and collateral agent (the “Agent”), and the lenders and other parties thereto (as amended, the “Senior Credit Facility”) and (ii) in excess of 60% of the aggregate principal amount of indebtedness outstanding under that certain Credit Agreement, dated as of June 30, 2017, by and among the Company, the Agent and the lenders and other parties thereto (as amended, the “Junior Credit Facility” and, together with the Senior Credit Facility, the “Credit Facilities”). As previously reported, prior to the filing of the Petitions, the amounts outstanding under the Credit Facilities had either already been accelerated by the Agent or had already come due pursuant to their terms and have not been repaid.
Among other things, the RSA contemplates a comprehensive restructuring of the Debtors in accordance with the RSA (the “Restructuring”), including repayment or restructuring of approximately $47.0 million aggregate principal amount outstanding under the Senior Credit Facility, repayment or restructuring of approximately $316.6 million aggregate principal amount outstanding under the Junior Credit Facility, and, subject to definitive documentation and the entry of interim and final orders of the Bankruptcy Court, the provision by certain of the Consenting Lenders of a $62.5 million senior secured multiple-drawdebtor-in-possession term loan facility. Additionally, the RSA provides that, following commencement of the Chapter 11 Case, the Debtors will continue to undertake a sale process and solicit bids in accordance an applicable Bankruptcy Court order. The RSA sets forth various required milestones in respect of the Restructuring, together with provisions with respect to the treatment of certain claims and
