CareMax, Inc., on July 10, 2024, entered into a Limited Waiver and Eighth Amendment to that certain Credit Agreement, dated as of May 10, 2022, by and among the Company, certain of the Company?s subsidiaries as guarantors, Jefferies Finance LLC, as Administrative Agent, Collateral Agent, Sole Lead Arranger and Bookrunner, BlackRock Financial Management, as Lead Manager, Crestline Direct Finance, L.P., as Documentation Agent, and the lenders from time to time party thereto (the Lenders). The Eighth Amendment amended the Credit Agreement to, among other things, provide for a new $4.0 million term loan (the Eighth Amendment Term Loan), funded at the closing of the Eighth Amendment, and a new incremental delayed draw term loan facility in an aggregate principal amount of $16.0 million, funded at the discretion of the Lenders (the loans thereunder, Delayed Draw Term Loans and, together with the Eighth Amendment Term Loan, the Eighth Amendment Loans). The Eighth Amendment Loans are to be repaid prior to all other loans previously made under the Credit Agreement and will mature on the earlier of April 10, 2025 and the occurrence of certain liquidity events.

The Eighth Amendment Loans will bear interest at a per annum rate equal to Term SOFR plus 13.00% and a fee of 6.50% per annum will accrue on the unused portion of the commitments, which interest and fee will each be payable by capitalizing and adding such amount to the outstanding balance of the Eighth Amendment Loans. The Lenders received an upfront fee of 3% of the total amount of commitments upon entry into the Eighth Amendment, which fee was capitalized and added to the outstanding balance of the Eighth Amendment Loans, and will earn an additional fee upon repayment or other satisfaction of the Eighth Amendment Loans such that the minimum total cash return to the Lenders on amounts funded will equal 130%. The Eighth Amendment requires that the Company continue to maintain a minimum amount of liquidity and operate within a maximum variance to budget and that the Company use the net cash proceeds of any account receivables attributable to the Medicare Shared Savings Program to prepay the loans outstanding under the Credit Agreement.

The Eighth Amendment also extended the waiver of certain events of default under the Credit Agreement in the limited manner set forth therein through August 15, 2024, subject to an earlier termination of the waiver upon the occurrence of certain specified events.