8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 20, 2018

CAREDX, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-36536	94-3316839
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3260 Bayshore Boulevard

Brisbane, California 94005

(Address of Principal Executive Offices) (Zip Code)

(415) 287-2300

Registrant’s telephone number, including area code

N/A

(Former Name, or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act  ☒

Item 1.02. Termination of a Material Definitive Agreement.

On November 20, 2018, CareDx, Inc. (the “Company”) paid off all obligations owing under, and terminated, that certain Credit Agreement and Guaranty, dated as of April 17, 2018, by and among the Company, certain subsidiaries of the Company from time to time party thereto, the lenders from time to time party thereto and Perceptive Credit Holdings II, LP, as administrative agent (the “Terminated Credit Agreement”). The Terminated Credit Agreement permitted the Company to borrow up to an aggregate principal amount of $25.0 million, of which $15.0 million in principal had been borrowed prior to the payoff by the Company of all of its obligations thereunder. The Terminated Credit Agreement was secured by substantially all of the Company’s assets and a pledge of 65% of the equity interests of CareDx International, AB. The secured interests under the Terminated Credit Agreement were terminated in connection with the Company’s payoff of all of its obligations thereunder.

Item 8.01 Other Events.

On November 26, 2018, the Company issued a press release announcing the payoff of all of its obligations under the Terminated Credit Agreement. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release issued by CareDx, Inc. dated November 26, 2018.

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.

Date: November 26, 2018	CAREDX, INC.
	By:	/s/ Michael Bell
		Michael Bell
		Chief Financial Officer

EX-99.1

Exhibit 99.1

CareDx Announces Full Repayment of its Outstanding Debt

Recent Equity Financing Leads to Strong, Debt-Free Balance Sheet

BRISBANE, Calif., November 26, 2018 (GLOBE NEWSWIRE) — CareDx, Inc. (NASDAQ: CDNA), a molecular diagnostics company focused on the discovery, development and commercialization of clinically differentiated, high-value diagnostic solutions for transplant patients, today announced that it prepaid in full its outstanding debt on November 20, 2018.

The prepaid debt, a $15 million term loan from Perceptive Advisors, was obtained on April 13, 2018, had an interest rate of 9.0% plus the greater of LIBOR or 1.5%, an interest-only period of three years, and a maturity date of April 2023. In addition to the $15 million debt prepayment, the company also paid Perceptive Advisors a prepayment premium and an exit fee. Cash and cash equivalents were approximately $62 million after the payments.

“Full repayment of the term loan represents another important milestone in the continual improvement of the company’s balance sheet,” commented Michael Bell, CareDx’s Chief Financial Officer. “Following the third quarter, where we reported both positive adjusted EBITDA and operating cash flow, and our recent successful equity financing, we are now in a strong financial position to continue to drive revenue growth and to further fortify our position as the leading provider of genomics-based information in transplantation.”

About CareDx

CareDx, Inc., headquartered in Brisbane, California, is a molecular diagnostics company focused on the discovery, development and commercialization of clinically differentiated, high-value diagnostic solutions for transplant recipients. CareDx offers products along the pre- and post-transplant testing continuum.

For more information, please visit: www.CareDx.com.

Forward Looking Statements

This press release includes forward-looking statements, including expectations regarding the Company’s financial position, potential revenue growth, achievement of our financial and operational goals and our prospects. These forward-looking statements are based upon information that is currently available to CareDx and its current expectations, speak only as of the date hereof, and are subject to numerous risks and uncertainties, including general economic and market factors, among others discussed in CareDx’s filings with the SEC, including the Annual Report on Form 10-K for the fiscal year ended December 31, 2017 filed by CareDx with the SEC on March 22, 2018 and the periodic reports that CareDx has subsequently filed with the SEC. Any of these may cause CareDx’s actual results, performance or achievements to differ materially and adversely from those anticipated or implied by CareDx’s forward-looking statements. CareDx expressly disclaims any obligation, except as required by law, or undertaking to update or revise any such forward-looking statements.

CONTACTS:

Investor Relations

David Clair

Integrated Corporate Relations, Inc.

646-277-1266

david.clair@icrinc.com