Bionik Laboratories Corp. (OTCMKTS:BNKL) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
The information set forth in Item 2.03 is incorporated by reference into this Item 1.01.
Term Loan
On March 23, 2020 (the “Issue Date”), Bionik Laboratories Corp. (the “Company”) borrowed $2,000,000 (the “Loan”) from Celeste Management (the “Lender”), an existing stockholder and lender of the Company, evidenced by a promissory note (the “Note”). The Company is also seeking to borrow an additional up to $2,000,000 on substantially similar terms to the Note, by May 23, 2020, to the terms of the Note.
The principal amount of the Loan will be payable on the earlier of (the “Maturity Date”): (i) March 31, 2022 and (ii) the date of receipt of a minimum of US$5,000,000 from a Subsequent Financing (as defined in the Note).
The Note bears interest at a fixed rate of 1% per month, computed based on a 360-day year of twelve 30-day months. One-half of the accrued interest shall be payable on each three month anniversary of the Issue Date, and one-half of the accrued interest shall be payable on the Maturity Date. Notwithstanding the foregoing, the quarterly payments shall be payable in cash commencing on the six month anniversary of the Issue Date (or the nine month anniversary of the Issue Date if as of such six month anniversary the World Health Organization or a corresponding government or government agency still categorizes or deems COVID-19 or the novel corona virus as a pandemic or outbreak) (the “First Interest Payment Date”), with the quarterly payments accruing for the first (or first two, as the case may be) interest payment dates nevertheless being payable, without further interest thereon, pro rata from the First Interest Payment Date through the Maturity Date. Furthermore, the interest due on the Maturity Date shall be payable, at the option of the Lender, either in cash, or shares of Company common stock at a price per share equal to the price per share of the Company’s then most recent capital raise or debt conversion, or any other valuation as agreed in writing between the Lender and the Company.
The Company intends to use the proceeds from the Loan for the Company’s working capital.
The Note contains customary events of default, which, if uncured, entitle the lender to accelerate the due date of the unpaid principal amount of, and all accrued and unpaid interest on, the Note.
Subject to certain exceptions, the Company shall not enter into any loan that provides for repayment terms senior to the Loan.
The foregoing is a brief description of the Loan and the material terms of the Note and is qualified in its entirety by reference to the full text of the Note, which is included as Exhibit 10.1 to this Current Report on Form 8-K and which is incorporated herein by reference.
Convertible Note Offering; Allonge to Convertible Note
On March 27, 2020, the Company amended the terms of its existing convertible note offering to extend the maturity date to the earlier of (a) June 30, 2020 (from March 30, 2020) and (b) the consummation of a Qualified Financing (as defined in the convertible note with respect to such offering). As a result, also on March 27, 2020, the Company and the sole investor in such offering entered into an allonge (the “Allonge”) dated as of March 30, 2020, to the investor’s convertible promissory note dated September 26, 2019 in the principal amount of $70,000 (the “Original Note”), to reflect the new maturity date. No other changes were made to the Original Note.
The foregoing is a brief description of the Allonge and is qualified in its entirety by reference to the full text of the Allonge, which is included as Exhibits 10.2 to this Current Report on Form 8-K and which is incorporated herein by reference.
| 10.1 | Promissory Note dated March 23, 2020 |
| 10.2 | Allonge to Convertible Promissory Note dated March 27, 2020 |
Bionik Laboratories Corp. Exhibit
EX-10.1 2 tm2014053d1_ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 BIONIK LABORATORIES CORP. PROMISSORY NOTE Principal Amount: US$2,…
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About Bionik Laboratories Corp. (OTCMKTS:BNKL)
Bionik Laboratories Corp. (Bionik), formerly Drywave Technologies, Inc., is a medical device and robotics company. The Company is focused on providing rehabilitation solutions and developing transformational technologies and solutions to individuals with neurological disorders, specializing in the designing, developing and commercializing of physical rehabilitation technologies, prosthetics and assisted robotic products. It has over three products on the market and approximately three products in various stages of development. The InMotion Systems include the InMotion ARM, InMotion HAND, InMotion Wrist and InMotion ANKLE are designed to provide patent-adaptive therapy in a manner that has been clinically verified to manage neuro-recovery. The Company is also engaged in developing a lower-body exoskeleton, ARKE, which designs to allow paraplegics, as well as other wheelchair users the ability to rehabilitate through walking.