Lexicon Pharmaceuticals, Inc. (NASDAQ:LXRX) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
Entry into a Material Definitive Agreement
On December 4, 2017, Lexicon Pharmaceuticals, Inc. (the “Company”) entered into a Loan Agreement among the Company, as borrower, certain subsidiaries of the Company from time to time party thereto, as guarantors (the “Guarantors”), BioPharma Credit PLC, as collateral agent and a lender (the “Agent”), and BioPharma Credit Investments IV Sub LP, as a lender (the “Loan Agreement”). Capitalized terms used but not otherwise defined in this Item 1.01 have the respective meanings ascribed to such terms in the Loan Agreement.
The Loan Agreement provides for a $150 million Term Loan to be extended to the Company on or about the closing date, as well as an additional $50 million Term Loan to be made available, at the Borrower’s option, by March 2019 if net sales are greater than $25 million in the preceding quarter (subject to other customary conditions). The Term Loans bear interest at a rate equal to 9.00% per annum and mature five years from the date of the first credit extension. To the extent that an Event of Default occurs and is continuing, all amounts outstanding under the Loan Agreement will bear additional interest.
The Term Loan is subject to mandatory prepayment provisions that require prepayment upon a change of control or receipt of proceeds from certain non-ordinary course transfers of assets. The Company may prepay the Term Loan in whole at its option at any time. Any prepayment of the Term Loan is subject to customary make-whole premiums and prepayment premiums.
The obligations under the Loan Agreement are guaranteed by the Guarantors and secured by a first lien security interest in substantially all of the assets (subject to certain exceptions) of the Company and the Guarantors.
The Loan Agreement contains certain customary representations and warranties, affirmative and negative covenants and events of default applicable to the Company and the Guarantors, but does not include any financial covenants relating to the achievement or maintenance of revenue, cash flow or cash and investment requirements. If an event of default occurs and is continuing, the Agent may, or at the request of the Required Lenders, shall, declare all amounts outstanding under the Loan Agreement to be immediately due and payable.
The foregoing description of the Loan Agreement is qualified in its entirety by reference to such Loan Agreement, a copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
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Item 2.03 |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
The information contained in Item 1.01 of this Current Report on Form8-K is incorporated herein by reference into this Item 2.03.
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Item 7.01 |
Regulation FD Disclosure |
On December 5, 2017, the Company issued a press release announcing the execution of the Loan Agreement discussed above, a copy of which is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
The information in Item 7.01 of this Current Report on Form 8-K, including the attached Exhibit 99.1, is being “furnished” to Item 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
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Item 9.01 |
Financial Statements and Exhibits |
(d)Exhibits
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Exhibit No. |
Description |
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Loan Agreement, dated as of December 4, 2017, among Lexicon Pharmaceuticals, Inc., as Borrower, certain subsidiaries of the Borrower, as Guarantors, BioPharma Credit PLC, as Collateral Agent and a Lender and BioPharma Credit Investments IV Sub LP, as a Lender.
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99.1 |
Press Release of Lexicon Pharmaceuticals, Inc. dated December 5, 2017
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† Confidential treatment has been requested for a portion of this exhibit. The confidential portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission.
LEXICON PHARMACEUTICALS, INC. ExhibitEX-10.1 2 loanagrredacted12-04×2017.htm LOAN AGREEMENT Exhibit Exhibit 10.1Confidential materials omitted and filed separatelywith the Securities and Exchange Commission.Asterisks denote omissions.LOAN AGREEMENTDated as of December 4,…To view the full exhibit click here
About Lexicon Pharmaceuticals, Inc. (NASDAQ:LXRX)
Lexicon Pharmaceuticals, Inc. (Lexicon) is a biopharmaceutical company. The Company focuses on the development of treatments for human disease. The Company is engaged in the development of two drug candidates: telotristat etiprate (LX1032) and sotagliflozin (LX4211). The Company’s telotristat etiprate, is an orally delivered small molecule drug candidate, as a treatment for carcinoid syndrome. LX1032 inhibits tryptophan hydroxylase (TPH), which is an orally-delivered small molecule compound that the Company is developing for the treatment of carcinoid syndrome. Sotagliflozin, or LX4211, which is an orally-delivered small molecule compound that the Company is developing for the treatment of type 1 and type 2 diabetes mellitus. LX2761 is an orally-delivered small molecule compound for the treatment of diabetes. LX9211 is an orally-delivered small molecule compound for the treatment of neuropathic pain. The Company’s other programs include LX1033, LX2931 and LX7101.
