XML 21 R11.htm IDEA: XBRL DOCUMENT v3.23.2
Debt
 6 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Debt

Note 5. Debt

As of June 30, 2023, the Company had two credit and security agreements with certain entities affiliated with MidCap Financial Services (such entities collectively, the "Lender"), which provided for a maximum $40.0 million credit facility, consisting of a $35.0 million senior secured term loan (the "Term Loan") and a $5.0 million revolving loan (the "Revolver" and collectively with the Term Loan, the "MidCap Credit Facility"). On July 20, 2023, the Company and the agent for the Lender entered into certain payoff and termination agreements pursuant to which, effective as of July 21, 2023, the Company paid off and discharged all of its obligations under the agreement evidencing the Revolver and the Revolver terminated in accordance with the provision of the payoff and termination agreements. The Term Loan remains in effect.

The obligations under the Term Loan agreement are guaranteed by the Company's current and future subsidiaries, subject to exceptions for certain foreign subsidiaries, and secured by substantially all assets of the Company, including material intellectual property. Additionally, the Company is subject to customary affirmative and negative covenants as defined in the Term Loan agreement, including covenants that limit or restrict the ability to, among other things, incur indebtedness, grant liens, merge or consolidate, make investments, dispose of assets, make acquisitions, pay dividends or make distributions, repurchase stock and enter into certain transactions with affiliates, in each case subject to certain exceptions. As of June 30, 2023, the Company was in compliance with all financial and non-financial covenants under the MidCap Credit Facility. The Term Loan agreement includes a maturity date of November 1, 2025, and principal payments under the Term Loan are expected to commence in December 2023. However, if certain conditions are met, principal payments may instead commence in December 2024.

The Term Loan agreement contains events of default that include, among others, non-payment of principal, interest or fees, breach of covenants, inaccuracy of representations and warranties, cross-defaults and bankruptcy and insolvency events. In addition, the Term Loan agreement includes a stated floating interest rate that is reserve-adjusted SOFR, plus 7.00%, and a provision for a final payment fee of 6.0% of the $35.0 million Term Loan balance, which has been partially accrued and recorded as a long-term interest payable in other noncurrent liabilities of $1.4 million as of June 30, 2023 and $1.2 million as of December 31, 2022.

As of June 30, 2023 and December 31, 2022, $5.0 million was available to be drawn under the Revolver, respectively. The Revolver had not been drawn upon as of June 30, 2023 and December 31, 2022. Long-term and short-term debt was as follows (in thousands):

 

 

 

As of June 30,

 

 

As of December 31,

 

 

 

2023

 

 

2022

 

Term Loan

 

$

35,000

 

 

$

35,000

 

Total principal payments due

 

 

35,000

 

 

 

35,000

 

Less: debt discount related to warrant liability and issuance costs

 

 

(1,393

)

 

 

(1,687

)

Total amounts outstanding

 

 

33,607

 

 

 

33,313

 

Less: current portion

 

 

—

 

 

 

—

 

Total accrued and other current liabilities

 

$

33,607

 

 

$

33,313

 

 

The repayment schedule relating to the Term Loan as of June 30, 2023, is as follows (in thousands):

 

 

 

Amount

 

2023 (remainder)

 

 

—

 

2024

 

 

2,917

 

2025

 

 

32,083

 

Thereafter

 

 

—

 

Total repayments

 

$

35,000