Item 1.01 Entry into a Material Definitive Agreement.
On
The 2019 GARA provides primarily for the following:
•The prepayment of$151.6 million of outstanding principal, paying in full the next three scheduled principal payments and a portion of the fourth scheduled principal payment using proceeds from the Second Lien Term Loan Facility, together with cash on hand and proceeds from the reduction of the Debt Service Reserve Account; •A$10.0 million reduction to the required balance in the Debt Service Reserve Account, which will remain at approximately$51.0 million through the maturity date; •Revisions to the remaining repayment schedule to reduce the amount of scheduled principal payments prior to maturity, leaving a final scheduled principal payment upon maturity of$109.5 million ; •A requirement that the Company raise no less than$45.0 million of equity prior toMarch 31, 2021 via the cash exercise of outstanding warrants or other equity to be applied towards the principal payment due onJune 30, 2021 and then, if applicable, to the next scheduled principal payments; •A reset of financial covenant levels based on the Company's 2019 business plan agreed with the lenders under the Facility Agreement; •An extension of the Company's ability to make Equity Cure Contributions to prevent certain financial covenant defaults through the maturity date; and •Amendment fees of$0.7 million were due upon signing of the 2019 GARA.
Additionally, in connection with this refinancing, Thermo agreed to voluntarily
convert all of the Company's outstanding obligations under its existing 2009
loan agreement to Voting Stock at a conversion price of
The description of the terms and conditions of the Facility Agreement, the
Second Lien Term Loan Facility and the 2019 GARA does not purport to be complete
and is qualified in its entirety by the full text of the Facility Agreement, the
Second Lien Term Loan Facility and the 2019 GARA, which the Company expects to
file as exhibits to its Annual Report on Form 10-K for year ended
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference.
Item 7.01 Regulation FD Disclosure
On
Item 9.01 Financial Statements and Exhibits
(d) Exhibits: 99.1 Press Release datedNovember 26, 2019
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