Long-term debt

12 Months Ended

Dec. 31, 2023

In May 2021, the Company assumed three term notes in the acquisition of Global Cooling. At the time of acquisition, these notes carried aggregate outstanding principal balances of $4.4 million. These term notes bore interest at a floating rate equal to the 3-month LIBOR rate plus 6.50%. The term notes included financial covenants tied to the performance of Global Cooling.

In October 2021, the Company entered into amended and restated term notes for all three term notes with two lenders (the “Global Cooling Term Note Agreements”). The principal amount borrowed pursuant to the Global Cooling Term Note Agreements (the “Global Cooling Term Notes”) consisted of an aggregate $4.6 million, with one lender providing two term notes in the amounts of $1.4 million and $1.4 million and a separate lender providing one term note in the amount of $1.8 million. The maturity dates for these notes are July 17, 2024, September 7, 2024, and December 18, 2027, respectively. All three term notes bear interest at a fixed rate of 4%, were interest-only with one balloon principal payment at maturity, and could be pre-paid without penalty at any time. The Company fully extinguished the term notes with maturity dates of September 7, 2024 and July 17, 2024 on September 20, 2022 and July 17, 2023, respectively. All financial covenants included in the original agreements previously in effect were removed by the Global Cooling Term Note Agreements.

On September 20, 2022, the Company and certain of its subsidiaries entered into a term loan agreement (the “Loan Agreement”), which provides for up to $60 million in aggregate principal to be drawn. Principal amounts borrowed pursuant to the Loan Agreement (the “Term Loan”) mature on June 1, 2026. The Loan Agreement permitted the Company to borrow up to $30 million upon the initial closing of the transactions contemplated by the Loan Agreement (the “Term Loan Closing”), and provided options to borrow (i) up to $10 million between the Term Loan Closing and June 30, 2023, (ii) up to $10 million upon the achievement of certain revenue milestones by the Company, and (iii) an additional $10 million at the discretion of the lender. The Company borrowed $20 million at the Term Loan Closing and accounts for the Term Loan at cost. As of December 31, 2023, the Company had not drawn additional funding nor had it met the revenue milestones outlined within the Loan Agreement. The Company had until December 31, 2023 to draw an additional $10 million, subject to approval from the lender, and therefore has no additional opportunities under current loan terms to draw upon the Loan Agreement. Payments on the borrowing are interest-only through June 2024, with additional criteria allowing for interest-only payments to continue through June 2025. Tranches borrowed under the term loan agreement bear interest at the Wall Street Journal prime rate plus 0.5%. However, the interest rate is subject to a ceiling that restricts the interest rate for each tranche from exceeding 1.0% above the overall rate applicable to each tranche at their respective funding dates and has a balloon payment due at the earliest of term loan maturity, repayment of the term loan in full, or termination of the loan agreement at $1.2 million. As of December 31, 2023 the implied interest rate of the Term Loan is 6.7% and the implied value of the Term Loan is $20.3 million. The term loan agreement contains customary representations and warranties as well as customary affirmative and negative covenants. As of December 31, 2023, the Company is in compliance with the covenants set forth in the Loan Agreement. In the event that borrowings under the Loan Agreement exceed $20 million, the Company will become subject to financial covenants.

Long-term debt consisted of the following as of December 31, 2023 and 2022:


				December 31,
(In thousands)	Maturity Date	Interest Rate		2023		2022
Global Cooling Term Notes	Various	4.0	%	2,596		2,896
Term Loan	Jun-26	7.0	%	20,000		20,000
Insurance premium financing	Jul-24	8.3	%	1,348		1,074
Freezer equipment loan	Dec-25	5.7	%	317		466
Manufacturing equipment loans	Oct-25	5.7	%	172		266
Freezer installation loan	Various	6.3	%	807		1,078
Other loans	Various	Various		2		6
Total debt, excluding unamortized debt issuance costs				25,242		25,786
Less: unamortized debt issuance costs				(98)		(179)
Total debt				25,144		25,607
Less: current portion of debt				(6,833)		(1,814)
Total long-term debt				$	18,311	$	23,793

The Term Loan is secured by substantially all assets of BioLife, SAVSU, CBS, SciSafe, Global Cooling and Sexton, other than intellectual property. The Global Cooling Term Notes are secured by substantially all assets of Global Cooling and is effectively subordinated to the security interest established by the Loan Agreement. Equipment loans are secured by the financed equipment.

As of December 31, 2023, the scheduled maturities of loans payable for each of the next five years and thereafter were as follows:


(In thousands)	Amount
2024	$	6,830
2025	10,500
2026	5,218
2027	2,596
2028	—
Thereafter	—
Total	$	25,144