UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement.
On March 29, 2024, Celcuity Inc. (the “Company”) entered into a Second Amendment (the “Second Amendment”) to its existing Loan and Security Agreement (the “Loan Agreement”), dated April 8, 2021, between the Company and Innovatus Life Sciences Lending Fund I, L.P., a Delaware limited partnership (“Innovatus”), as previously amended by that certain First Amendment (the “First Amendment”) to Loan and Security Agreement, dated August 9, 2022 (the Loan Agreement, as amended by the First Amendment and the Second Amendment, shall be collectively referred to herein as the “Amended Loan Agreement”).
As previously disclosed, the Amended Loan Agreement may provide the Company with up to $75.0 million through funding of up to five term loans. Funding of the first $15.0 million term loan occurred on April 8, 2021 in connection with entering into the original Loan Agreement while an additional $20.0 million loan occurred on December 22, 2022 in connection with the closing of the Company’s previously disclosed $100 million private placement on December 9, 2022. The Company became eligible to draw on an additional $10.0 million term loan (the “Term C Loan”) upon its achievement prior to April 1, 2024 of the Term C Milestone, as defined in the Amended Loan Agreement, and the satisfaction of certain other terms and conditions set forth in the Amended Loan Agreement.
The parties entered into the Second Amendment in order to extend the date through which the Company may draw on the Term C Loan (the “Term C Draw Period”) from April 1, 2024 to June 1, 2024. Other than as set forth in the Second Amendment, the Amended Loan Agreement shall continue in full force and effect without alteration or amendment.
The description of the Amended Loan Agreement contained herein does not purport to be complete and is qualified in its entirety by reference to the complete text of the Loan Agreement, which was included as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 11, 2021, the First Amendment, which was included as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on August 11, 2022, and the Second Amendment, filed as Exhibit 10.1 hereto, each of which is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 above is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| 10.1 | Second Amendment to Loan and Security Agreement, dated March 29, 2024 by and among the Company and Innovatus Life Sciences Lending Fund I, L.P. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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: March 29, 2024
| CELCUITY INC. | ||
| By | /s/ Brian F. Sullivan | |
| Brian F. Sullivan | ||
| Chief Executive Officer | ||