Impel NeuroPharma : Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant (Form 8-K)

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

As previously disclosed, Impel NeuroPharma Inc., (the "Company") entered into a loan and security agreement (the "Agreement"), dated July 2, 2021 (the "Closing Date"), with Oxford Finance LLC ("Oxford"), as the collateral agent and a lender, and Silicon Valley Bank ("SVB"), as lender (together with Oxford, the "Lenders") pursuant to which a term loan of up to an aggregate principal amount of $50.0 million was made available to the Company. Pursuant to the Agreement, a $20.0 million term loan was previously funded on the Closing Date, leaving two additional term loan advances of $10.0 million and $20.0 million available under the Agreement after the Closing Date.

On September 30, 2021, the Company elected to draw down the second $10.0 million term loan advance under the Agreement (the "Term B Loan"). Immediately following this $10.0 million drawdown, $20.0 million of borrowing capacity remained available under the Agreement, subject to the terms and conditions set forth therein.

In addition, in connection with the Term B Loan, the Company issued the Lenders warrants to purchase 23,166 shares of the Company's common stock at an exercise price per share of $12.95 (the "Warrants"). The Warrants will be exercisable for 10 years from the date of issuance.

The foregoing description of the Agreement is qualified in its entirety by reference to the full text of the Agreement which was filed as Exhibit 10.4 to the Quarterly Report on Form 10-Q filed by the Company on August 16, 2021.

Unregistered Sales of Equity Securities.

The information set forth in Item 2.03 above regarding the Warrants is incorporated by reference into this Item 3.02. The issuance of the Warrants were, and the issuance of the shares of the Company's common stock underlying the Warrants will be, made in reliance upon the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.

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