On August 9, 2022, Telesis Bio Inc. (the Company) entered into (i) a Credit, Security and Guaranty Agreement (the 2022 Term Loan Agreement), with MidCap Financial Trust, and (ii) a Credit, Security and Guaranty Agreement (the 2022 Revolving Loan Agreement, and together with the 2022 Term Loan Agreement, the 2022 Loan Agreements, and the extensions of credit thereunder referred to as the 2022 Term Loan and 2022 Revolving Loan, respectively), with MidCap Funding IV Trust (the Lender). As of September 30, 2023, the Company was in default of certain financial revenue covenants contained in the 2022 Term Loan Agreement. As a result of this default, the Lender has the ability to immediately call the balance of the loan, along with a 5.5% exit fee and 3.0% prepayment penalty, amounting to a total repayment obligation of approximately $21.7 million plus a $0.3 million prepayment penalty for the 2022 Revolving Loan.

On November 3, 2023, the Lender provided the Company with notice that it intends to require the Company to (i) repay $15 million in November 2023 under the 2022 Term Loan Agreement and (ii) grant the Lender a warrant to purchase 275,000 shares of common stock at a price equal to the 10-day volume weighted average price of common stock immediately prior to the date of any amendment of the 2022 Term Loan Agreement. In exchange for the Company doing the foregoing, the Lender would agree to (i) waive all existing defaults under the 2022 Loan Agreements, (ii) reset revenue covenants under the 2022 Term Loan Agreement, (iii) waive the prepayment penalty related to the $15 million repayment, (iv) reduce the prepayment penalty for the outstanding balance under the 2022 Term Loan Agreement to 1%, (v) freeze any future extensions of credit under the 2022 Revolving Loan Agreement and (vi) reduce the exit fee payable upon complete repayment of amounts left outstanding at the end of term by $350,000, with the remaining $750,000 to be due at payment of the remainder of the loan.