Item 1.01 Entry into a Material Definitive Agreement




On April 15, 2022, Intersect ENT, Inc. (the "Company"), entered into an
Amendment No.1 to Facility Agreement (the "Amendment"), which amends that
certain Facility Agreement (as amended by the Amendment, the "Facility
Agreement"), by and among the Company, as borrower, certain of the Company's
subsidiaries from time to time party thereto as guarantors and Medtronic, Inc.,
a Minnesota corporation (the "Lender"), providing for an incremental unsecured
subordinated loan of a principal amount equal to $15 million by the Lender to
the Company (the "Incremental Loan") upon the terms and conditions set forth in
the Facility Agreement (the "Financing"). The Incremental Loan will mature one
hundred eighty (180) days following the earlier of (x) the Maturity Date (as
defined in the Deerfield Facility Agreement (as defined in the Facility
Agreement)) and (y) the date on which the Deerfield Facility Agreement has been
fully paid in cash and is terminated, unless earlier repaid or accelerated. The
Incremental Loan survives the termination of the Merger Agreement (as defined
the Facility Agreement) and remains due and payable until repaid or otherwise
satisfied in full. The Company plans to use the proceeds from the Incremental
Loan to provide funding for general corporate purposes.

The Incremental Loan accrues interest at 5% per annum with accrued interest to
be paid at maturity. The Company's obligations under the Incremental Loan and
the Facility Agreement are required to be guaranteed by all of its existing and
future subsidiaries (other than certain excluded and immaterial subsidiaries).
The Incremental Loan may be prepaid in part or in full prior to maturity without
any penalty or premium.

The foregoing description of the Amendment and the Financing does not purport to
be complete and is qualified in its entirety by reference to the Amendment, a
copy of which is filed herewith as Exhibit 10.1 and incorporated herein by
reference.


Item 2.03   Creation of a Direct Financial Obligation

The information included in Item 1.01 above is incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits

Exhibit
  No.               Description

10.1                  Amendment No. 1 to Facility Agreement, dated as of

April 15, 2022, by and among

Intersect ENT, Inc., certain of Intersect ENT, Inc.'s

subsidiaries from time to


                    time party thereto as guarantors and Medtronic, Inc.

104                 Cover Page Interactive Data File (formatted as inline XBRL)

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