Achieve Life Sciences, Inc. entered into a contingent convertible debt agreement for gross proceeds of $ 16,555,869.47 on May 15, 2023. The transaction will include participation from Silicon Valley Bank, First-Citizens Bank & Trust Company, Inc. for $8,277,934.73, SVB Innovation Credit Fund VIII, L.P., managed by Silicon Valley BancVentures, Inc. for $4,138,967.37 and Innovation Credit Fund VIII-A, L.P. for $4,138,967.37. The convertible term loan matures on December 22, 2024.

The interest on the principal amount of the Term Loan Advance (including the PIK Amount) is payable in arrears monthly on each payment date commencing on the first payment date following the effective date, on the date of any prepayment and on the term loan maturity date. The loan carries a floating rate per annum equal to the greater of 2.25% and the prime rate minus 1.0%, which interest shall be payable in cash monthly in arrears, and 7.0% per annum, compounded monthly, which shall be payable on the earlier to occur of the maturity date and the date that the convertible term loan is converted into common stock. The lender can convert part or all of the outstanding principal of the convertible term loan, plus accrued and unpaid interest into shares at a conversion price equal to $9.34, as may be adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like.

The conversion rights may be exercised at each conversion right holder's option any time prior to repayment of the convertible term loan. Additionally, the outstanding principal of the convertible term loan, plus accrued and unpaid interest, will be converted into shares at the conversion price on the date where the closing price per share is equal to or greater than $24.00 for 30 consecutive trading days prior to such date.