Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
As previously disclosed in the Current Report on Form 8-K filed on October 27,
2017, Cytokinetics, Incorporated (the "Company") entered into a Second Amendment
(the "Amendment") to that certain loan and security agreement (the "Original
Loan Agreement") dated October 19,2015 with Oxford Finance LLC ("Oxford"), as
the collateral agent and a lenders party thereto.
On August 8, 2018, following the satisfaction of certain conditions related to
Phase 2 data for reldesemtiv in spinal muscular atrophy specified in the
Amendment, the Company drew an additional $10.0 million.
In connection with Term Loan C, the Company issued to the Lenders warrants
exercisable for 42,253 shares of the Company's common stock (the "Warrants").
The Warrants are exercisable in whole or in part, immediately, and have a per
share price of $7.10, which was calculated based on the methodology provided in
The foregoing is only a summary of the material terms of the Agreement and the
Warrants, and does not purport to be complete and is qualified in its entirety
by reference to the full text of the Agreement and the Warrants.
Item 3.02 Unregistered Sales of Equity Securities.
The information set forth under Item 2.03 above that relates to the issuance of
the Warrants is hereby incorporated by reference into Item 3.02.
The Warrants described in Item 2.03 above were offered and sold in reliance upon
the exemption from registration provided by Section 4(a)(2) under the Securities
Act of 1933, as amended (the "Securities Act"). The Warrants contain
representations to support the Company's reasonable belief that each of the
recipients of such securities had access to information concerning the Company's
operations and financial condition, that each such recipient is acquiring the
securities for its own account and not with a view to the distribution thereof,
and that each such recipient is an "accredited investor" as defined by Rule 501
promulgated under the Securities Act.
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