Item 8.01 Other Events
As previously disclosed, Silicon Valley Bank ("SVB") is a lender under Oak
Street Health, Inc.'s (the "Company") $300 million term loan credit facility,
with Hercules Capital, Inc. ("Hercules Capital") committed to fund 80% of the
term loan commitments and SVB committed to fund the remaining 20%. To date, the
Company has drawn down $75 million under the term loan credit facility. Of the
remaining undrawn $225 million, SVB was committed to providing $45 million.
While the Hercules Capital portion of the term loan commitment is unaffected, it
is unclear at this time whether and to what extent the Company will be able to
draw upon SVB's remaining portion of the term loan commitment. The Company has
the ability to draw down amounts under the term loan credit facility over the
life of the loan pursuant to separate tranches at specified time periods.
SVB also provided the Company with certain commercial banking and treasury
management services. Consistent with the terms of the term loan credit facility,
the Company maintained less than a quarter of its cash, cash equivalents and
marketable debt securities at SVB. On March 12, 2023, the United States Treasury
announced that all SVB depositors would have access to their funds on March 13,
2023. Accordingly, the Company expects to have full access to its funds on that
date.
A copy of the Company's Loan Agreement dated September 30, 2022 governing its
term loan credit facility is filed as Exhibit 4.5 to the Company's Annual Report
on Form 10-K for the year ended December 31, 2022 filed with the Securities and
Exchange Commission on February 28, 2023.
Forward-Looking Statements
This Current Report on Form 8-K contains "forward-looking" statements that are
based on the Company's beliefs and assumptions and on information currently
available to the Company on the date of this Current Report on Form 8-K.
Forward-looking statements include all statements that are not historical facts
and can be identified by terms such as "anticipate," "believe," "continue,"
"could," "design," "estimate," "expect," "may," "seek," "should," "will,"
"would" or similar expressions and the negatives of those terms. Forward-looking
statements may involve known and unknown risks, uncertainties and other factors
that may cause the Company's actual results, performance or achievements to be
materially different from those expressed or implied by the forward-looking
statements. These statements include, but are not limited to, estimates
regarding the sufficiency of the Company's cash, cash equivalents, and
marketable debt securities, cash flow from operations and the Company's ability
to recover its cash in deposit at SVB. Except as required by law, the Company
assumes no obligation to update these forward-looking statements publicly, or to
update the reasons actual results could differ materially from those anticipated
in the forward-looking statements, even if new information becomes available in
the future. Further information on factors that could cause the Company's actual
results to differ materially from the results anticipated by the Company's
forward-looking statements is included in the reports the Company has filed with
the U.S. Securities and Exchange Commission, including the Company's Annual
Report on Form 10-K for the year ended December 31, 2022. All information
provided in this Current Report on Form 8-K is as of March 10, 2023, and the
Company undertakes no duty to update this information unless required by law.
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