UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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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. |
Amendments to Term Loan Credit Agreement and Revolving Loan Credit Agreement.
On December 31, 2020, Cerus Corporation (the “Company”) entered into (i) an amendment (the “Term Loan Amendment”) to that certain Credit, Security and Guaranty Agreement (Term Loan) dated as of March 29, 2019 by and among the Company, the lenders party thereto from time to time and MidCap Financial Trust, as agent and a lender (the “Term Loan Credit Agreement”), and (ii) an amendment (the “Revolving Loan Amendment”) to that Credit, Security and Guaranty Agreement (Revolving Loan) by and among the Company, the lenders party thereto from time to time and MidCap Funding IV Trust, as agent and a lender (the “Revolving Loan Credit Agreement”).
The Term Loan Amendment extends the period during which the Company can draw down (i) a second advance of $15 million, from December 31, 2020 to March 31, 2021, subject to the Company’s satisfaction of certain conditions described in the Term Loan Credit Agreement, and (ii) a third advance of $15 million, from March 31, 2021 to September 30, 2021, subject to the Company’s satisfaction of certain conditions described in the Term Loan Credit Agreement.
The Revolving Loan Amendment increased the amount of total commitments available under the Revolving Loan Credit Agreement as of December 31, 2020 from $5million to $10 million. The Company may request an increase in the total commitments under the Revolving Loan Credit Agreement by up to an additional $10 million, subject to agent and lender approval and the satisfaction of certain conditions.
The foregoing is only a brief description of the material terms of the Term Loan Amendment and Revolving Loan Amendment, does not purport to be complete and is qualified in its entirety by reference to the full text of the Term Loan Amendment and Revolving Loan Amendment, each of which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements, including, but not limited to, statements related to the Company’s ability to draw down additional Term Loan advances and the amount of Revolving Loan commitments available to the Company, and the satisfactions of certain conditions related thereto. Actual results could differ materially from these forward-looking statements as a result of certain factors, including, without limitation: the risk that the anticipated financial capacity under the Term Loan Credit Agreement and the Revolving Loan Credit Agreement may not be available to the Company when expected, or at all; risks associated with the satisfaction of conditions to the draw down of additional Term Loan advances and increasing the total commitments under the Revolving Loan Credit Agreement; risks associated with the Company’s ability to meet its debt service obligations; risks related to future opportunities and plans, including the uncertainty of future revenues and other financial performance and results; as well as other risks detailed in the Company’s filings with the Securities and Exchange Commission (“SEC”), including in Exhibit 99.1 to the Company’s Current Report on Form 8-K, filed with the SEC on December 11, 2020. The Company disclaims any obligation or undertaking to update or revise any forward-looking statements contained in this Current Report on Form 8-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CERUS CORPORATION | ||||||
| Dated: January 6, 2021 | By: | /s/ Chrystal Menard | ||||
| Chrystal Menard | ||||||
| Chief Legal Officer and General Counsel | ||||||