Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an


            Off-Balance Sheet Arrangement of a Registrant.

On September 27, 2021, Marinus Pharmaceuticals, Inc. (the "Company"), pursuant to its option under its previously disclosed Credit Agreement and Guaranty dated as of May 11, 2021 (the "Closing Date") with Oaktree Fund Administration, LLC, as the Administrative Agent, and the lenders party thereto (as amended by that certain Letter Agreement dated May 17, 2021, the "Credit Agreement"), consummated a drawdown of $30.0 million of tranche A-2 term loans from the Credit Agreement (the "Tranche A-2 Term Loan"). As previously disclosed, the Credit Agreement provides for up to a $125.0 million term loan facility, $15.0 million of which was borrowed on the Closing Date. The Tranche A-2 Term Loan became available for the Company to utilize upon the written acceptance by the U.S. Food and Drug Administration (the "FDA") of a New Drug Application ("NDA") filing relating to the use of ganaxolone in treatment of seizures associated with CDKL5 deficiency disorder ("CDD" and, collectively, the "CDD NDA"). The Tranche A-2 Term Loan is scheduled to mature on May 11, 2026, unless earlier prepaid.

Pursuant to the Credit Agreement, and subject to the Company's receipt of FDA approval of the CDD NDA and the achievement of certain financing, product development and product revenue milestones, and satisfaction of certain other conditions specified in the Credit Agreement, the Company would have the right to draw down three additional tranches in amounts up to $30.0 million, $25.0 million and $25.0 million, respectively.

The Company intends to use the proceeds of the Tranche A-2 Term Loan to continue clinical development activities and commercialization efforts for ganaxolone and for other working capital and general corporate purposes.

The description of the Credit Agreement included in Item 5 of the Company's Quarterly Report on Form 10-Q filed on May 17, 2021 (the "May 2021 10-Q") is incorporated herein by reference. The description of the Credit Agreement contained herein does not purport to be complete, and is qualified in its entirety by reference to the complete text of the Credit Agreement filed as Exhibit 10.1 and Exhibit 10.3 to the May 2021 10-Q.




 Item 8.01. Other Events.

On September 20, 2021, the Company issued a press release announcing that the FDA accepted for filing the CDD NDA. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference to this Item 8.01.

Item 9.01. Financial Statements and Exhibits.






 (d) Exhibits




Exhibit
No.                                      Description

10.1       Credit Agreement and Guaranty, dated May 11, 2021, by and among Marinus
           Pharmaceuticals, Inc., as Borrower, Oaktree Fund Administration, LLC,
           as Administrative Agent, and the other lenders party thereto.
           (Incorporated by reference to Exhibit 10.1 to Form 10-Q filed on
           May 17, 2021.)
10.2       Letter Agreement, dated May 17, 2021, by and among Marinus
           Pharmaceuticals, Inc., as Borrower, Oaktree Fund Administration, LLC,
           as Administrative Agent, and the other lenders party thereto.
           (Incorporated by reference to Exhibit 10.3 to Form 10-Q filed on
           May 17, 2021.)
  99.1       Press Release issued by Marinus Pharmaceuticals, Inc., dated
           September 20, 2021.
104        The cover page from this Current Report on Form 8-K, formatted in
           Inline XBRL

© Edgar Online, source Glimpses