Section 1.01 Entering into a Material Definitive Agreement
At February 18, 2022, Inhibrx, Inc. (the “Company”) and Oxford Finance LLC
(“Oxford”) has entered into a fourth amendment (the “Fourth Amendment”) to the loan and guarantee agreement between the Company and Oxford, dated July 15, 2020as modified by the first amendment of the November 12, 2020the second amendment dated December 15, 2020and the Third Amendment dated June 18, 2021
(collectively, the “Oxford Loan Agreement”).
The Fourth Amendment provides for the funding of an additional budget $130.0 million in gross product, $40.0 million of which was financed during the execution of the amendment, the balance $90.0 million be funded in three separate tranches at future milestones. Outstanding term loans will mature on
January 1, 2027 and bear interest at (1) 8.19% plus (2) the greater of (i) the 30-day period we Dollar LIBOR rate reported in the the wall street journal or (ii) 0.11%. The repayment schedule provides for interest-only payments through February 1, 2025principal repayments beginning on March 1, 2025. Interest-only payments can be extended for 12 months up to February 2026principal repayments beginning on March 1, 2026if the Company raises at least $100.0 million in the initial license or partnership proceeds by February 2025. The interest only period is followed by 23 months of equal payments of principal plus interest, or if the interest only period is extended, 11 months of equal payments of principal plus interest. Pursuant to the Fourth Amendment, the Company paid a one-time amendment fee of $1.1 millionwhich is equal to the increased amount for the final payment on the installments existing at the time of the modification.
On the due date of January 1, 2027, a final payment of 9.0% of the total principal amount will be due to Oxford. The Company has the option to prepay the outstanding balance of the Term Loan in full prior to maturity, subject to prepayment charges ranging from 1.0% to 3.0%, depending on the timing of the prepayment. The Company has granted Oxford a first lien on all of its assets with a positive lien on the intellectual property. In addition, the Company has issued warrants to Oxford to purchase 40,000 common shares of the Company at an exercise price of $45.00 per share.
Except as noted above, the material terms of Oxford’s loan agreement remain substantially unchanged.
The foregoing description of the Fourth Amendment is qualified in its entirety by reference to the Fourth Amendment attached as Schedule 10.1 to this current Report on Form 8-K and is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or Obligation Under an Off-Balance Sheet Arrangement of a Registrant
The information set forth in Section 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Section 9.01. Financial statements and supporting documents.
Exhibit No. Description
Fourth Amendment to Loan and Security Agreement, dated February 18, 2022,
10.1 by and between the Company and Oxford Finance LLC
99.1 Press Release issued by Inhibrx, Inc. on February 22, 2022
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