ANTARES PHARMA, INC. (NASDAQ:ATRS) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01Entry into a Material Definitive Agreement.
On June 26, 2019, Antares Pharma, Inc. (the “Company”) entered into a First Amendment (the “Amendment”) to its Loan and Security Agreement, dated June 6, 2017, with Hercules Capital, Inc. (“Hercules”), as a lender and agent for the several banks and other financial institutions or entities from time to time party thereto (collectively, the “Lenders”) (the “Loan Agreement”). The Amendment increases the aggregate principal amount of the existing term loan provided for in the Loan Agreement (the “Term Loan”) from $35.0 million to $50.0 million.
The first tranche of $25.0 million was funded upon execution of the Loan Agreement in June 2017. A new $15.0 million tranche loan (the “Tranche II Loan”) was funded upon the signing of the Amendment. Under the terms of the Amendment, the Company may, but is not obligated to, request one or more additional advances of at least $5.0 million, not to exceed $10.0 million in the aggregate (the “Tranche III Loan”). The Company’s option to request additional advances will be available between January 1, 2020 and September 15, 2020. The Term Loan maturity date remains July 1, 2022 under the Amendment, but may be extended to July 1, 2024 contingent upon satisfaction of a certain loan extension milestone.
The Company must pay the Lenders an end of term fee equal to 3.95% of the Tranche II Loan and Tranche III Loan, payable upon the earlier of July 1, 2022 or repayment. The interest rate for all loans is equal to the lesser of (a) a calculated prime-based variable rate plus 4.50% and (b) 9.50%. The Amendment extends the interest-only payment period to August 1, 2021, but the interest-only period may be extended to August 1, 2022 if the Company achieves a certain loan extension milestone.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment, which is filed as Exhibit 10.1 to this Form 8-K and is incorporated herein by reference.
Item 1.02 Termination of a Material Definitive Agreement.
On June 26, 2019, the Company delivered written notice to Cowen and Company, LLC that it was terminating its Sales Agreement, dated August 11, 2017, (the “Sales Agreement”), to Section 11(b) of the Sales Agreement, effective on July 6, 2019. Under this “at-the-market” equity offering facility (the “ATM Facility”) under the Sales Agreement, the Company sold 4,444,007 shares, representing gross proceeds of approximately $15.6 million to the Company. With the provision of such notice, the ATM Facility is no longer available for use.
A copy of the Sales Agreement was filed as Exhibit 1.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 11, 2017 (the “Prior Form 8-K”). The description of the Sales Agreement contained in this Current Report on Form 8-K does not purport to be complete and is qualified in its entirety by reference to the copy of the Sales Agreement filed as Exhibit 1.1 to the Prior Form 8-K.
Item 2.03Creation of a Direct Financial Obligation of a Registrant.
The information set forth in Item 1.01 of this Current Report on Form 8-K pertaining to the Loan Agreement and the Amendment is incorporated by reference into this Item 2.03.
Item 7.01 Regulation FD Disclosure.
A copy of the press release announcing the Amendment is attached hereto as Exhibit 99.1 and incorporated herein by reference.
ANTARES PHARMA, INC. Exhibit
EX-10.1 2 atrs-ex101_22.htm EX-10.1 FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT atrs-ex101_22.htm EX 10.1 First AMENDMENT TO LOAN AND SECURITY AGREEMENT This First Amendment to Loan and Security Agreement (this “Amendment”) is dated as of June 26,…
To view the full exhibit click here
About ANTARES PHARMA, INC. (NASDAQ:ATRS)
Antares Pharma, Inc. (Antares) is a specialty pharmaceutical company that focuses on developing and commercializing self-administered parenteral pharmaceutical products and technologies. The Company develops and manufactures pressure-assisted injector devices, with and without needles, which allow patients to self-inject drugs. Its subcutaneous injection technology platforms include VIBEX disposable pressure-assisted auto injectors, Vision reusable needle-free injectors and disposable multi-use pen injectors. The Company makes a reusable, needle-free spring action injection device, ZOMA-Jet or Twin-Jector, which is marketed through its partners for use with human growth hormone (hGH). The Company operates through drug delivery segment, which includes self-administered parenteral pharmaceutical products and technologies. The Company has developed OTREXUP (methotrexate) injection, which is a single dose, disposable auto injector.