Item 1.01 Entry into a Material Definitive Agreement.

Security Agreement and Disbursement Agreement

On May 17, 2022 (the "Closing Date"), Clene Nanomedicine, Inc. ("Clene"), a wholly owned subsidiary of Clene Inc. (along with its subsidiaries, the "Company"), entered into a security agreement (the "Security Agreement") and disbursement agreement (the "Disbursement Agreement") with the Department of Housing and Community Development, a principal department of the State of Maryland (the "DHCD"). The Security Agreement provides for a loan in the principal amount of $3.0 million (the "Loan") for the purchase of certain personal property (the "Assets") related to the production of pharmaceutical drugs. Pursuant to the Disbursement Agreement, Clene is required to submit disbursement requests to purchase Assets within two years of the Closing Date. Any undisbursed principal by the Completion Date shall reduce the amount of the Loan.

Pursuant to the Security Agreement, DHCD is granted a continuing security interest in the Assets as collateral for the Loan. Under a priority of liens agreement dated May 17, 2022 by and between DHCD and Avenue Venture Opportunities Fund, L.P. ("Avenue"), an existing secured creditor of the Company, DHCD's continuing security interest in the Assets shall be a first priority lien.

Promissory Note

Pursuant to a promissory note to the Security Agreement dated May 17, 2022 (the "Promissory Note"), the Company agreed to repay the Loan plus interest at an annual interest rate of 6.0%. The Loan matures sixty months from the first day of the second full month following the Closing Date (the "Maturity Date"). The first twelve payments for the Loan, commencing on the first day of the second full month following the Closing Date, shall be deferred. Immediately thereafter, there shall be eighteen consecutive monthly installments of interest-only; following by thirty consecutive monthly installments of principal and interest, based on an amortization of ten years, in the amount of $15,000; with a balloon payment of all accrued and unpaid interest and principal on the Maturity Date.

DHCD has other relationships with the Company, including a loan agreement that provides for a term loan of $0.5 million.

The foregoing descriptions of the Security Agreement, Disbursement Agreement, and Promissory Note do not purport to be complete and are qualified in their entirety by reference to the full text of the Security Agreement, Disbursement Agreement, and Promissory Note, which are filed herewith as Exhibit 10.1, Exhibit 10.2, and Exhibit 10.3 to this Current Report on Form 8-K and are incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information included in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03 of this Current Report on Form 8-K.




Item 8.01 Other Events.

On May 19, 2022, the Company issued a press release announcing the receipt of the Loan. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (the "Current Report") and is incorporated herein by reference.

The information furnished in this Item 8.01, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), as amended, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933 (the "Securities Act"), as amended, regardless of any general incorporation language in any such filings, except as shall be expressly set forth by specific reference in such a filing.


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Item 9.01 Financial Statements and Exhibits.

(d) Exhibits



Exhibit
 Number                              Exhibit Description
10.1         Security Agreement, dated May 17, 2022, by Clene Nanomedicine, Inc.
           in favor of the Department of Housing of Community Development, a
           principal department of the State of Maryland.
10.2*        Disbursement Agreement, dated May 17, 2022, by and between Clene
           Nanomedicine, Inc. and the Department of Housing of Community
           Development, a principal department of the State of Maryland.
10.3         Promissory Note, dated May 17, 2022, by Clene Nanomedicine, Inc. to
           the Department of Housing of Community Development, a principal
           department of the State of Maryland.
99.1         Press Release, dated May 19, 2022, announcing Clene's receipt of a
           $3.0 million loan from State of Maryland to support development of
           commercial manufacturing facility.
104        Cover Page Interactive Data File (formatted as Inline XBRL).



*  Schedules and similar attachments to this exhibit have been omitted pursuant
   to Item 601(a)(5) of Regulation S-K. We agree to furnish supplementally a
   copy of such omitted materials to the SEC upon request.





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