SWK HOLDINGS CORPORATION (OTCMKTS:SWKH) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
On June 29, 2018, SWK Holdings Corporation (“SWK” or the “Company”) and its wholly-owned subsidiary SWK Funding LLC (“SWK Funding”, and collectively “Borrowers”) entered into a Loan and Security Agreement (the “Loan Agreement”) with State Bank and Trust Company as a lender and the administrative agent (“State Bank”) to which State Bank will provide the Company with up to a $20 million revolving senior secured financing.
The Loan Agreement provides for a $20 million Revolver Commitment (as defined in the Loan Agreement) to be available at closing, which SWK can draw down and repay until maturity, subject to borrowing base eligibility. The Borrowers can request from time to time for the Revolver Commitment to be increased to $35,000,000, subject to State Bank syndicating additional Commitments (as defined in the Loan Agreement) to additional lenders. The Loan Agreement matures on June 29, 2021.
The Loan Agreement accrues interest at the Daily LIBOR Rate (as defined in the Loan Agreement), with a floor of 1.00%, plus a 3.25% margin and principal is repayable in full at maturity. Interest is generally required to be paid monthly in arrears. The Loan Agreement requires the payment of an unused line fee of 0.50% and a $200,000 fee paid at closing. The Loan Agreement has an advance rate against the Borrowers’ finance receivables portfolio, including 85% against senior first lien loans, 70% against second lien loans and 50% against royalty receivables, subject to certain eligibility requirements as defined in the Loan Agreement.
to the terms of the Loan Agreement, the Borrowers entered into a Collateral Assignment of Transaction Documents and Agency Agreement and a Pledge Agreement granting the Agent for the benefit of lenders a security interest in substantially all of the Borrowers’ assets (the “Collateral”). The Loan Agreement contains certain affirmative and negative covenants including a minimum asset coverage and minimum interest coverage ratios. Under the Loan Agreement, the Borrowers have made certain customary representations and warranties, and are required to comply with various covenants, reporting requirements and other customary requirements for similar credit facilities, including but not limited to, maintenance of certain ratios and minimum tangible net worth, among others. The obligations under the Loan Agreement may be accelerated upon the occurrence of an event of default under the Loan Agreement or in the event of a change of control.
The description above is only a summary of the material provisions of the Loan Agreement and is qualified in its entirety by reference to the Loan and Security Agreement, which is filed as Exhibit 10.1 to this current report on Form 8-K and by this reference incorporated herein.
On July 2, 2018, the Company issued a press release announcing its entry into the Loan Agreement, a copy of which is attached hereto as Exhibit 99.1.
SWK Holdings Corp ExhibitEX-10.1 2 e18254_ex10-1.htm SWK HOLDINGS CORPORATION and SWK FUNDING LLC,…To view the full exhibit click here
About SWK HOLDINGS CORPORATION (OTCMKTS:SWKH)
SWK Holdings Corporation is a healthcare capital provider. The Company offers financing solutions to a range of life science companies, institutions and inventors. The Company’s focus is on monetizing cash flow streams derived from commercial-stage products and related intellectual property through royalty purchases and financings, as well as through the creation of synthetic revenue interests in commercialized products. The Company, through its subsidiary SWK Advisors LLC, provides non-discretionary investment advisory services to institutional clients in separately managed accounts to similarly invest in life science finance. It focuses to fund transactions through its own working capital, as well as by building its asset management business by raising additional third party capital to be invested alongside its capital. The Company evaluates and invests in a range of healthcare related companies and products.
