Argos Therapeutics, Inc. (NASDAQ:ARGS) Files An 8-K Termination of a Material Definitive Agreement
Item 1.02
|
Termination of a Material Definitive Agreement. |
On March 3, 2017, Argos Therapeutics, Inc. (the Company) entered
into a payoff letter with Horizon Credit II LLC (HCII), as
assignee of Horizon Technology Finance Corporation (Horizon),
Fortress Credit Opportunities V CLO Limited (FCO V), as assignee
of Fortress Credit Co LLC (Fortress), Fortress Credit
Opportunities VII CLO Limited, as assignee of Fortress (FCO VII
and collectively with, HCII and FCO V, Lenders) and Horizon as
Collateral Agent, to which it agreed to pay off and thereby
terminate its Venture Loan and Security Agreement dated as of
September 29, 2014, as amended, with the Lenders and Horizon as
Collateral Agent (the Loan Agreement).
to the payoff letter, the Company will pay, on or about March 6,
2017, a total of $23.1 million to the Lenders, representing the
principal balance and accrued interest outstanding under the Loan
Agreement in repayment of the Companys outstanding obligations
under the Loan Agreement. In addition, the Company will issue to
the Lenders five year warrants to purchase an aggregate of
100,000 shares of the Companys Common Stock at an exercise price
of $1.30 per share in consideration of the Lenders accepting the
$23.1 million.
Upon the payment of the $23.1 million and the issuance of the
warrants to the payoff letter, all outstanding indebtedness and
obligations of the Company owing to the Lenders under the Loan
Agreement will be deemed paid in full, and the Loan Agreement and
the notes thereunder will be terminated.
The Company originally entered into the Loan Agreement in
September 2014 and borrowed $25 million over two equal tranches
in September 2014 and August 2015. As of March 3, 2017, the
Company had repaid to the Lenders $2.1 million in principal under
the terms of the Loan Agreement. In addition to principal and
interest, the Company had agreed to make a final payment to the
Lenders of $625,000 on the maturity date of each tranche loan and
prepayment penalty fees, as applicable. The Companys obligations
under the Loan Agreement were secured by a first priority
security interest in substantially all of its assets other than
its intellectual property. The Company agreed not to pledge or
otherwise encumber its intellectual property assets, subject to
certain exceptions.
The descriptions of the payoff letter and the warrants contained
herein do not purport to be complete and are qualified in their
entirety by reference to the payoff letter and the warrants,
copies of which are attached hereto as Exhibits 10.1, 10.2, 10.3
and 10.4, respectively, and are incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| 10.1 |
Payoff Letter, entered into as of March 3, 2017, among Argos Therapeutics, Inc. and the lenders under the Venture Loan and Security Agreement, dated as of September 29, 2014 |
| 10.2 |
Warrant issued to Horizon Technology Finance Corporation, dated March 3, 2017 |
| 10.3 |
Warrant issued to Fortress Credit Opportunities V CLO Limited, dated March 3, 2017 |
| 10.4 |
Warrant issued to Fortress Credit Opportunities VII CLO Limited, dated March 3, 2017 |
About Argos Therapeutics, Inc. (NASDAQ:ARGS)
Argos Therapeutics, Inc. (Argos) is an immuno-oncology company. The Company is focused on the development and commercialization of individualized immunotherapies for the treatment of cancer and infectious diseases based on its technology platform called Arcelis. The Company’s Arcelis technology platform utilizes biological components from a patient’s own cancer cells or virus to generate individualized immunotherapies. The Company is engaged in the development of AGS-003 for the treatment of metastatic renal cell carcinoma (mRCC), and other cancers. It is conducting a pivotal Phase III clinical trial of AGS-003 plus sunitinib or another targeted therapy for the treatment of newly diagnosed mRCC under a special protocol assessment (SPA). It is engaged in the development of AGS-004 for the treatment of Human Immunodeficiency Virus (HIV). It has conducted over three clinical trials of AGS-004, including a Phase IIb clinical trial, Phase IIa clinical trial and Phase I clinical trial. Argos Therapeutics, Inc. (NASDAQ:ARGS) Recent Trading Information
Argos Therapeutics, Inc. (NASDAQ:ARGS) closed its last trading session down -0.16 at 1.29 with 1,131,504 shares trading hands.