SANUWAVE Health, Inc. filed a Form 8-K on October 28, 2026, disclosing that it entered into Amendment No. 1 to its Credit Agreement and Waiver with JPMorgan Chase Bank, N.A. as administrative agent, covering a fixed charge coverage ratio default waiver and several changes to permitted indebtedness thresholds.

Key Highlights

  • Covenant waiver granted: Lenders waived any default or event of default arising from the fixed charge coverage ratio for the twelve-month period ending September 30, 2026, falling below the level required by the Credit Agreement.
  • Acquisition and repurchase consent required: Lenders must now provide written consent for any Permitted Acquisition or use of Restricted Payments to repurchase the company's outstanding equity, subject to certain exceptions.
  • Indebtedness limits reduced: The permitted amount of other secured indebtedness and permitted subsidiary investments were each lowered from $500,000 to $250,000.
  • Amendment fee: The company agreed to pay a $5,000 amendment fee.
  • Original credit agreement: The Credit Agreement being amended was dated September 25, 2025, with JPMorgan Chase Bank, N.A. as administrative agent and Sanuwave, Inc. as guarantor.

SANUWAVE Health's Credit Agreement Changes and Waiver Terms

According to the filing, SANUWAVE Health, Inc. (NASDAQ:SNWV), a Nevada corporation headquartered in Eden Prairie, Minnesota, entered into Amendment No. 1 to Credit Agreement and Waiver on October 28, 2026. The amendment modifies the Credit Agreement originally dated September 25, 2025, among the company as borrower, Sanuwave, Inc. as guarantor, certain lenders, and JPMorgan Chase Bank, N.A. as administrative agent.

The filing disclosed three primary changes under the amendment. First, the lenders waived any default or event of default that has arisen or may arise from the fixed charge coverage ratio for the twelve-month period ending September 30, 2026, being below the level required by the Credit Agreement. Second, the lenders are now required to provide written consent before the company may complete any Permitted Acquisition or use Restricted Payments - as those terms are defined in the Credit Agreement - to repurchase its outstanding equity, with certain exceptions set forth in the amendment. Third, both the permitted amount of other secured indebtedness and the permitted amount of subsidiary investments were each reduced from $500,000 to $250,000.

The company also disclosed that it agreed to pay a $5,000 amendment fee in connection with these changes. The filing noted that the foregoing description "is qualified in its entirety by reference to the text of the Amendment," which was filed as Exhibit 10.1 to the Current Report. The report was signed by Morgan C. Frank, Chief Executive Officer, on October 28, 2026.

What Was Disclosed

SANUWAVE Health reported the execution of an amendment to its JPMorgan Chase-administered credit facility, including a waiver of a fixed charge coverage ratio covenant breach for the period ending September 30, 2026, tightened lender consent requirements, reduced indebtedness limits, and a $5,000 amendment fee.