LIQUIDIA CORP: Entering into a Material Definitive Agreement, Creation of a Direct Financial Obligation or Obligation under a Registrant’s Off-Balance Sheet Arrangement, Financial Statements and Supporting Documentation (Form 8-K)
Article 1.01 Entry into an important final agreement.
The Loan Agreement grants the Company up to
had been funded on the effective date.
Under the New Loan Facility, the Lender will grant loans in three tranches. The proceeds of the first tranche of
Under the terms of the loan agreement, the Company has granted to the agent, for the proportional benefit of the lenders, to guarantee the payment and the full performance of all the obligations set out in the loan agreement, a continuing security pledged to the agent, for the benefit of the lenders, the collateral (as defined below), wherever it is located, whether currently held or acquired or resulting, and all products and products thereof.
For the purposes of the Loan Agreement, “guarantee” means all of the Company’s rights, title and interest in the following personal property: (i) all property, accounts (including health care receivables), ” equipment, inventory, contractual rights or rights to payment of money, leases, license agreements, franchise agreements, general intangibles (except as provided below), commercial tort claims, documents, instruments ( including promissory notes), movable effects (physical or electronic), cash, deposit accounts, certificates of deposit, arrangements, rights to letters of credit (whether or not the letter of credit is embodied in writing), securities, securities accounts, rights to securities and all other investment property, supporting obligations and financial assets, whether they are currently held or acquired below, wherever they are located; and (ii) all company records relating to the foregoing, and all claims, rights and interests in any of the above and all substitutions, additions, attachments, accessories, acquisitions and improvements and replacements , products, products and insurance products of all or part of the foregoing. All defined terms used in this paragraph have the definitions assigned to that term in the Uniform Commercial Code.
As with the previous Agreement, the Loan Agreement contains customary covenants, positive and negative, including, but not limited to, certain financial covenants, the protection of intellectual property rights and the disposition of certain assets.
As an incentive to enter into the Loan Agreement, from the Effective Date, the Company issued to each of SVB, Innovation and
The description of the terms of the Loan Agreement and the Warrants is qualified in its entirety by the full text of each agreement filed attached as Exhibit 1.1, Exhibit 1.2, Exhibit 1.3 and Exhibit 1.4 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 to be reported under this Item 2.03 is incorporated by reference from Item 1.01 of this current report on Form 8-K.
Item 9.01 Financial statements and supporting documents.
(d) The exhibits listed in the exhibits index below are filed as part of this current report on Form 8-K.
Exhibit No. Exhibit 4.1 Warrant to Purchase Stock, dated as of
January 7, 2022, by and between the Company and Silicon Valley Bank. 4.2 Warrant to Purchase Stock, dated as of January 7, 2022, by and between the Company and SVB Innovation Credit Fund VIII, L.P.4.3 Warrant to Purchase Stock, dated as of January 7, 2022, by and between the Company and Innovation Credit Fund VIII-A L.P.10.1 Amended and Restated Loan and Security Agreement, dated as of January 7, 2022, by and among the Company, Silicon Valley Bankand SVB Innovation Credit Fund VIII, L.P.99.1 Press Release of Liquidia Corporation, dated January 7, 2022. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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