Item 1.01 Entry into a Material Definitive Agreement.

As previously reported, on March 16, 2017, Aveanna Healthcare LLC ("Aveanna Healthcare"), a wholly owned subsidiary of Aveanna Healthcare Holdings Inc., a Delaware corporation (the "Company"), entered into that certain First Lien Credit Agreement (as amended, the "Credit Agreement") by and among Aveanna Healthcare as the borrower, certain of the Company's other subsidiaries as guarantors, Barclays Bank PLC, as administrative agent, and the other agents and lenders party thereto from time to time.

On July 15, 2021 (the "Closing Date"), Aveanna Healthcare entered into an Extension Amendment to the Credit Agreement (the "Credit Agreement Amendment") together with certain of the Company's other subsidiaries, Barclays Bank PLC., as administrative agent, and the other agents and lenders party thereto, to, among other things, simplify the loan structure under the Credit Agreement and reduce the overall interest rates under the Credit Agreement.

The Credit Agreement Amendment (i) converted all first lien term loans outstanding under the Credit Agreement into a single term loan in an aggregate principal amount of $860.0 million (the "2021 Extended Term Loan"), (ii) provides for a delayed draw term loan facility in an aggregate principal amount of $200.0 million (the "Delayed Draw Term Loan Facility"), which permits Aveanna Healthcare to incur senior secured first lien term loans (the "Delayed Draw Term Loans") from time to time until July 15, 2023, in each case subject to certain conditions set forth in the Credit Agreement Amendment, (iii) effected certain changes to events of default thresholds, the incurrence of additional term loans under the Credit Agreement and restrictive covenants with respect to asset sales, prepayment events, indebtedness, liens, investments and affiliate transactions, in each case to provide the Company more flexibility in its operations and (iv) extended the maturity date for the term loans that were converted into the 2021 Extended Term Loan from March 2024 to July 2028. The Delayed Draw Term Loan Facility was undrawn as of the Closing Date, and any future draws thereunder also mature in July 2028.

For the 2021 Extended Term Loan and the Delayed Draw Term Loans, Aveanna Healthcare can elect, at its option, the applicable interest rate for borrowings using a variable interest rate based on either LIBOR (subject to a minimum of 0.50%), prime or federal funds rate ("Annual Base Rate" or "ABR") (subject to a minimum of 2.00%) for the interest period relevant to such borrowing, plus an applicable margin of 3.75% for loans accruing interest based on LIBOR and an applicable margin of 2.75% for loans accruing interest based on ABR, which are subject to certain adjustments as set forth in the Credit Agreement Amendment. The $860.0 million principal amount of the 2021 Extended Term Loan currently accrues interest at a rate equal to 4.25%.

Aveanna Healthcare may voluntarily prepay, subject to certain minimum amounts, the 2021 Extended Term Loan and the Delayed Draw Term Loans (to the extent drawn) at any time without premium or penalty, except that, prior to the six month anniversary of the effective date of the Credit Agreement Amendment, (i) a prepayment premium of 1.00% of the principal amount of any 2021 Extended Term Loans or Delayed Draw Term Loans applies to any such loans prepaid in connection with any Repricing Transaction (as defined in the Credit Agreement Amendment) the primary purpose of which is to decrease the Effective Yield (as defined in the Credit Agreement Amendment) on such 2021 Extended Term Loan or Delayed Draw Term Loans and (ii) if any amendment of the Credit Agreement results in a Repricing Transaction the primary purpose of which is to decrease the Effective Yield on the 2021 Extended Term Loan or Delayed Draw Term Loans, a premium of 1.00% of the principal amount of such affected loans is payable to the administrative agent.

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The Credit Agreement Amendment contains customary representations and warranties.

The foregoing description of the Credit Agreement Amendment is only a summary and is qualified in its entirety by reference to the full text of the Credit Agreement Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits



Exhibit
Number                                    Description

10.1*          Extension Amendment to Credit Agreement, dated July 15, 2021, among
             Aveanna Healthcare LLC, Aveanna Healthcare Intermediate Holdings LLC,
             Barclays Bank PLC, as administrative agent, and the other lenders,
             agents and guarantors party thereto.

104          Cover Page Interactive Data File (formatted as Inline XBRL)

* Pursuant to Item 601(a)(5) of Regulation S-K, schedules and similar attachments

to this exhibit have been omitted because they do not contain information

material to an investment or voting decision and such information is not

otherwise disclosed in such exhibit. The Company will supplementally provide a

copy of any omitted schedule or similar attachment to the U.S. Securities and

Exchange Commission or its staff upon request.

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