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Debt
9 Months Ended
Sep. 30, 2015
Debt

Note 8. Debt

Debt at September 30, 2015, consisted of the following (in thousands):

 

     September 30, 2015  
     Principal      Unamortized
Discount
     Total  

Loan and Security Agreement

   $ 20,000       $ (144    $ 19,856   

Less: debt - current

     (1,512      63         (1,449
  

 

 

    

 

 

    

 

 

 

Debt - non-current

   $ 18,488       $ (81    $ 18,407   
  

 

 

    

 

 

    

 

 

 

Debt at December 31, 2014, consisted of the following (in thousands):

 

     December 31, 2014  
     Principal      Unamortized
Discount
     Total  

Loan and Security Agreement

   $ 10,000       $ (128    $ 9,872   

Less: debt - current

     —           —           —     
  

 

 

    

 

 

    

 

 

 

Debt - non-current

   $ 10,000       $ (128    $ 9,872   
  

 

 

    

 

 

    

 

 

 

Principal and interest payments on debt at September 30, 2015, are expected to be as follows * (in thousands):

 

Year ended December 31,

   Principal      Interest      Total  

2015

   $ —         $ 349       $ 349   

2016

     3,050         1,352         4,402   

2017

     6,428         980         7,408   

2018

     6,892         517         7,409   

2019

     3,630         1,474         5,104   
  

 

 

    

 

 

    

 

 

 

Total

   $ 20,000       $ 4,672       $ 24,672   
  

 

 

    

 

 

    

 

 

 

 

* Unless interest only period extends to December 31, 2016, as described below.

 

Loan and Security Agreement

On June 30, 2014, the Company entered into a five year loan and security agreement with Oxford Finance LLC (the “Term Loan Agreement”) to borrow up to $30.0 million in term loans in three equal tranches (the “Term Loans”). On June 30, 2014, the Company received $10.0 million from the first tranche (“Term Loan A”). The second tranche of $10.0 million (“Term Loan B”) was drawn on June 15, 2015. On September 29, 2015, the Term Loan Agreement was amended to extend the period in which the third tranche can be drawn and the interest-only period for all advances under the Term Loan Agreement. The Company determined that the Term Loan Agreement Amendment resulted in a modification. As a result, the Term Loan will continue to be accounted for by using the effective interest method, with a new effective interest rate based on revised cash flows calculated on a prospective basis upon the execution of the amendment to the Term Loan Agreement. As amended, the third tranche of $10.0 million (“Term Loan C”) would be available, subject to the Company achieving consolidated trailing six months’ revenue at a specified threshold (the “Revenue Event”), from the date of the achievement of the Revenue Event, to the earlier of (i) June 30, 2016, and (ii) 60 days after the Revenue Event is achieved. Term Loan A bears an interest rate of 6.95%. Term Loan B bears an interest rate of 7.01%. Term Loan C will bear an interest rate calculated at the greater of 6.95% or 6.72% plus the three month U.S. London Interbank Offered Rate, or LIBOR in effect three business days prior to the funding date. All of the Term Loans mature on June 1, 2019. The Company is required to make interest only payments through June 2016 followed by thirty-six months of equal principal and interest payments thereafter; however, if the Revenue Event is achieved no later than May 31, 2016, then the interest-only period may be extended through December 31, 2016, and the amortization period will be reduced to thirty months. The Company is also required to make a final payment equal to 7% of the principal amounts of the Term Loans drawn, payable on the earlier to occur of maturity or prepayment. The costs associated with the final payment are recognized as interest expense over the life of the Term Loans. The Company may prepay at any time the Term Loans subject to declining prepayment fees over the term of the Term Loan Agreement. The Company pledged all current and future assets, excluding its intellectual property and 35% of the Company’s investment in its subsidiary, Cerus Europe B.V., as security for borrowings under the Term Loan Agreement. The Term Loan Agreement contains certain nonfinancial covenants, with which the Company was in compliance at September 30, 2015.