Item 1.01. Entry into a Material Definitive Agreement
On
The Term Loan matures upon the earlier of (i)
The BroadOak Loan Agreement contains affirmative and negative restrictive covenants that are applicable from and after the date of the Term Loan advance. These restrictive covenants could adversely affect our ability to conduct our business. The BroadOak Loan Agreement also contains customary events of default.
The representations, warranties and covenants contained in the BroadOak Loan Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties, including being qualified by confidential disclosures exchanged between the parties in connection with the execution of such agreement. The representations and warranties may have been made for the purposes of allocating contractual risk between the parties to such agreement instead of establishing these matters as facts, and may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors. Investors are not third-party beneficiaries under such agreement and should not rely on the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the Company or any of its subsidiaries or affiliates. Moreover, information concerning the subject matter of the representations and warranties may change after the date of such agreement, and this subsequent information may or may not be fully reflected in the Company's public disclosure.
The foregoing summary of the BroadOak Loan Agreement is not complete and is subject to and qualified in its entirety by reference to the full text of the BroadOak Loan Agreement, a copy of which is filed hereto as Exhibit 10.1 and is incorporated herein by reference.
In connection with the BroadOak Loan Agreement, the Company and its subsidiaries
entered into that certain First Amendment to Loan and Security Agreement and
Consent with
The foregoing summary of the Comerica Amendment is not complete and is subject to and qualified in its entirety by reference to the full text of the Comerica Amendment, a copy of which is filed hereto as Exhibit 10.2 and is incorporated herein by reference.
As a condition for BroadOak to extend the Term Loan to the Company and its
subsidiaries, the Company's existing creditor, Comerica, and BroadOak entered
into that certain Subordination and Intercreditor Agreement, dated as of
The foregoing summary of the Intercreditor Agreement is not complete and is subject to and qualified in its entirety by reference to the full text of the Intercreditor Agreement, a copy of which is filed hereto as Exhibit 10.3 and is 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 set forth in Item 1.01 above is incorporated by reference into this Item 2.03.
Item 8.01. Other Events.
The Company's press release, dated
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description 10.1 Loan and Security Agreement by and betweenBroadOak Fund V, L.P. ,Interpace Biosciences, Inc. ,Interpace Diagnostics Corporation ,Interpace Diagnostics, LLC andInterpace Pharma Solutions, Inc. , datedOctober 29, 2021 10.2 First Amendment to Loan and Security Agreement by and betweenComerica Bank ,Interpace Biosciences, Inc. ,Interpace Diagnostics Corporation ,Interpace Diagnostics, LLC andInterpace Pharma Solutions, Inc. , datedNovember 1, 2021 10.3 Subordination and Intercreditor Agreement by and betweenComerica Bank ,BroadOak Fund V, L.P. ,Interpace Biosciences, Inc. ,Interpace Diagnostics Corporation ,Interpace Diagnostics, LLC andInterpace Pharma Solutions, Inc. , dated as ofNovember 1, 2021 99.1 Press Release datedNovember 2, 2021 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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