Item 1.01. Entry into a Material Definitive Agreement.
On April 22, 2020, OpGen, Inc. (the "Company") entered into a Term Note (the
"Company Note") with Silicon Valley Bank (the "Bank") pursuant to the Paycheck
Protection Program (the "PPP") of the Coronavirus Aid, Relief, and Economic
Security Act ("CARES Act") administered by the U.S. Small Business
Administration. The Company's wholly owned subsidiary, Curetis USA Inc.
("Curetis USA" and collectively with the Company, the "Borrowers"), also entered
into a Term Note with the Bank (the "Subsidiary Note," and collectively with the
Company Note, the "Notes"). The Notes are dated April 22, 2020. The principal
amount of the Company Note is $879,630, and the principal amount of the
Subsidiary Note is $259,353.
In accordance with the requirements of the CARES Act, the Borrowers will use the
proceeds from the Notes in accordance with the requirements of the PPP to cover
certain qualified expenses, including payroll costs, rent and utility costs.
Interest accrues on the Notes at the rate of 1.00% per annum. The Borrowers may
apply for forgiveness of amount due under the Notes, in an amount equal to the
sum of qualified expenses under the PPP, which include payroll costs, rent
obligations, and covered utility payments incurred during the eight weeks
following disbursement under the Notes. The Borrowers intend to use the entire
proceeds under the Notes for such qualifying expenses.
Subject to any forgiveness under the PPP, the Notes mature two years following
the date of issuance of the Notes and includes a period for the first six months
during which time required payments of interest and principal are deferred.
Beginning on the seventh month following the date of the Notes, the Borrowers
are required to make 18 monthly payments of principal and interest. The Notes
may be prepaid at any time prior to maturity with no prepayment penalties. The
Notes provide for customary events of default, including, among others, those
relating to breaches of their obligations under the Notes, including a failure
to make payments, any bankruptcy or similar proceedings involving the Borrowers,
and certain material effects on the Borrowers' ability to repay the Notes. The
Borrowers did not provide any collateral or guarantees for the Notes.
The foregoing description of the Notes is qualified by reference to the complete
text of the Notes, copies of which are attached as Exhibit 10.1 and Exhibit 10.2
to this Current Report on Form 8-K and 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 of this Current Report on Form 8-K is
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
Exhibit No. Document
10.1 Term Note between OpGen, Inc. and Silicon Valley Bank, dated April
10.2 Term Note between Curetis USA Inc. and Silicon Valley Bank, dated
April 22, 2020
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