UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 23, 2020

 

BIOANALYTICAL SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

 

Indiana   0-23357   35-1345024
(State or other jurisdiction of incorporation or organization)   (Commission File Number)  

(I.R.S. Employer Identification No.)

 

 

2701 Kent Avenue
West Lafayette, Indiana
  47906-1382
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (765) 463-4527

 

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:

 

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR240.14a-12)

 

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))

 

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbols Name of exchange on which registered
Common Shares BASi NASDAQ Capital Market

 

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

 

Emerging growth company o

 

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. o

 

 

 

 

 

  

Item 1.01 Entry into a Material Definitive Agreement

 

On April 23, 2020, Bioanalytical Systems, Inc. (the “Company”) was granted a loan (the “Loan”) from Huntington National Bank in the aggregate amount of $5,051,282, pursuant to the Paycheck Protection Program (the “PPP”) under Division A, Title I of the CARES Act, which was enacted March 27, 2020.

 

The Loan, which was in the form of a Note dated April 18, 2020 issued by the Borrower, matures on April 16, 2022 and bears interest at a rate of 1.0% per annum, payable monthly commencing on November 16, 2020. The Note may be prepaid by the Borrower at any time prior to maturity with no prepayment penalties. Funds from the Loan may only be used for payroll costs, costs used to continue group health care benefits, mortgage payments, rent, utilities, and interest on certain other debt obligations. The Company intends to use the entire Loan amount for qualifying expenses. Under the terms of the PPP, amounts under the Loan may be forgiven if they are used for qualifying expenses as described in the CARES Act. In conjunction with the Loan, First Internet Bank approved the borrowing in accordance with the Company’s Amended and Restated Credit Agreement.

 

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

 

Reference is made to the disclosure under Item 1.01 above which is hereby incorporated in this Item 2.03 by reference.

 

Item 7.01 Regulation FD Disclosure

 

On April 24, 2020, the Company issued the attached press release regarding the Loan. The information furnished under Item 7.01 of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits:

 

99.1Press Release, dated April 24, 2020.

  

 

 

 

SIGNATURES

 

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.

 

  Bioanalytical Systems, Inc.  
       
       
Date:  April 24, 2020 By: /s/ Beth A. Taylor  
  Beth A. Taylor  
  Vice President – Finance and Chief Financial Officer

 

 

 

 

Exhibit 99.1

 

NEWS RELEASE

 

 

FOR MORE INFORMATION:                  Company Contact:

Beth A. Taylor

Chief Financial Officer

Phone: 765.497.8381

btaylor@inotivco.com

 

BASi Announces Borrowing under Paycheck Protection Program

 

WEST LAFAYETTE, IN, April 24, 2020 -- Bioanalytical Systems, Inc. (NASDAQ:BASI) (“BASi”, the “Company”, “We” or “Our”) doing business as Inotiv, a leading provider of nonclinical and analytical contract research services, today announced the closing and receipt of funds from the SBA Paycheck Protection Program (“PPP”).

 

During the Coronavirus (COVID-19) crisis, the Company is continuing operations. As a company within the “essential critical infrastructure” industry, the Company believes it has a special responsibility to maintain business continuity and a normal work schedule to the greatest extent practicable.

 

Robert Leasure, Jr., the Company’s President and Chief Executive Officer, commented, “Our Company is doing the important work of supporting our clients in their efforts towards drug discovery and development. We are proud to be part of this industry, and are fortunate to be working with multiple clients, at our multiple sites, on a variety of therapy or vaccine candidates for COVID-19 and many other lifesaving medicines.”

 

“The impact of this crisis is unprecedented. Throughout the challenge, our team has shown immense entrepreneurial spirit and resilience in managing how and where we work to maintain the safest working conditions, while continuing to support each other and our clients. Every day we look to mitigate our risk related to the COVID-19 crisis. The PPP money will help us manage that risk and continue to meet payroll obligations and help with potential liquidity challenges during this period,” Mr. Leasure concluded.

 

The PPP loan amount totaled $5,051,281. The funds will be used strictly for payroll for the next 8 weeks, in addition to utility, rent and interest expenses, as allowed under the PPP. In conjunction with this loan, First Internet Bank approved the borrowing in accordance with the Company’s loan documents.

 

 

 

 

About the Company

 

Bioanalytical Systems, Inc., operating as Inotiv, is a pharmaceutical development company providing contract research services and monitoring instruments to emerging pharmaceutical companies and the world's leading drug development companies and medical research organizations. The Company focuses on developing innovative services supporting its clients’ discovery and development objectives for improved decision-making and accelerated goal attainment. The Company’s products focus on increasing efficiency, improving data, and reducing the cost of taking new drugs to market. Visit inotivco.com  for more information about the Company.

 

This release may contain forward-looking statements that are subject to risks and uncertainties including, but not limited to, risks and uncertainties related to changes in the market and demand for our products and services, the development, marketing and sales of products and services, changes in technology, industry and regulatory standards, the timing of acquisitions and the successful closing, integration and business and financial impact thereof, the impact of COVID-19 on the economy, demand for our products and services and our operations, and various market and operating risks, including those detailed in the Company's filings with the U.S. Securities and Exchange Commission.