Item 1.01 Entry into a Material Definitive Agreement.
Loan Agreement
On
Upon entry into the Loan Agreement (the "Closing") the Company borrowed
Interest on the Solar Term Loan will be payable monthly at a floating annual
rate of 9.40% plus the greater of (i) the London Inter-bank Offered Rate
published by the
The Company may elect to prepay the Solar Term Loan prior to the Maturity Date subject to a prepayment fee equal to 3.00% if the prepayment occurs within one year of the Closing, 1.25% if the prepayment occurs during the second year following the Closing, and 0.50% if the prepayment occurs more than two years after the Closing and prior to the Maturity Date.
The Solar Term Loan is secured by substantially all of the Company's assets. The
Loan Agreement also contains a financial covenant related to the Company's
liquidity based on the Company's trailing twelve-month net product revenues. The
Company is required to hold at least
The Loan Agreement contains customary events of default, including bankruptcy, the failure to make payments when due, the occurrence of a material impairment on the Lenders' security interest over the collateral, a material adverse change, the occurrence of a default under certain other indebtedness of the Company and its subsidiaries, the rendering of certain types of judgments against the Company and its subsidiaries, the revocation of certain government approvals, violation of covenants, and incorrectness of representations and warranties in any material respect. Upon the occurrence of an event of default, subject to specified cure periods, all amounts owed by the Company would begin to bear interest at a rate that is 5.00% above the rate effective immediately before the event of default and may be declared immediately due and payable by the Lenders.
The Loan Agreement also contains certain restrictive covenants that limit the Company's ability to incur additional indebtedness and liens, merge with other companies or consummate certain changes of control, acquire other companies, engage in new lines of business, make certain investments, pay dividends, transfer or dispose of assets, amend certain material agreements or enter into various specified transactions, as well as financial reporting requirements.
Item 1.02 Termination of a Material Definitive Agreement.
Simultaneously with the Company's entry into the Loan Agreement, on
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 above is incorporated by reference here.
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