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Debt
9 Months Ended
Mar. 31, 2026
Debt  
Debt

12.   Debt

Equipment Financing

On October 12, 2022, the Company entered into an equipment financing master lease agreement and a lease supplement whereby $500,000 was borrowed over 36 months at an imputed interest rate of 10.62% and securitized by certain assets purchased for the San Diego research and development laboratory space. The financing was payable in monthly installments of $16,230 through October 2025. At March 31, 2026, the balance owed under the financing was $0 and the Company has no further obligation outstanding under the lease agreement. At June 30, 2025, the balance owed under the financing was approximately $64,000. Interest incurred under the financing for the three months ended March 31, 2026 and 2025 totaled approximately $0 and $4,000, respectively. Interest incurred under the financing for the nine months ended March 31, 2026 and 2025 totaled approximately $1,000 and $15,000, respectively.

Credit and Security Agreement

On January 16, 2024, the Company entered into a credit and security agreement (the “Credit and Security Agreement”) with Loeb Term Solutions LLC (“Lender”), for a term loan or equipment line of credit loan (the “Loan”) pursuant to which the Company issued to Lender a term promissory note in the principal amount of $1,071,572 (the “2024 Term Note”) bearing interest at the Prime Rate, as quoted in the Wall Street Journal plus 8.5% (the “Effective Rate”), for proceeds of $1,027,455 after payment of $42,863 to Lender as an origination fee, $1,173 for appraisal costs, and $75 for bank wire fees.

The 2024 Term Note provided for monthly payments of principal and interest based on a four-year amortization period, with a balloon payment of all principal, accrued interest and any other amounts due on the two-year anniversary of the 2024 Term Note. The Credit and Security Agreement granted to Lender a security interest in substantially all of the Company’s assets other than any intellectual property related to any of the Company’s filed patents (the “Loeb Collateral”) to secure the Company’s obligations under the 2024 Term Note. The 2024 Term Note was subject to a prepayment fee of: 4% of the principal amount being prepaid if the 2024 Term Note was prepaid during the first 12 months from its issuance, and 3% of the principal amount being prepaid if the 2024 Term Note was prepaid during the second 12 months from its issuance date.  

The Company’s obligations to Lender under the 2024 Term Note and Credit Security Agreement were further secured by a validity guarantee, dated January 16, 2024 (the “Validity Guarantee”), executed by Dr. Martin Brenner and Felipe Duran in their individual capacity (the “Indemnitors”) for the benefit of Lender. The Validity Guarantee provides that the Indemnitors will indemnify the Lender from any loss or damage, including any actual, consequential or incidental loss or damage, suffered by Lender as a result of, or arising out of, among other things, any willful or intentional misrepresentation or gross negligence by the Company in connection with the Loan and any acts of fraud, conversion, misappropriation or misapplication of funds or proceeds of any Loeb Collateral by the Company or the Indemnitors.

The Credit and Security Agreement contained customary events of default. If an event of default occurred, the 2024 Term Note provided that regardless of whether the Lender elects to accelerate the maturity of the 2024 Term Note, the entire principal remaining unpaid hereunder shall thereafter bear interest at the rate equal to the Effective Rate plus 6% per annum.

The financing was payable in monthly installments of $30,710 through December 2025 and a balloon payment of approximately $652,000 in January 2026, which included approximately $9,000 of interest. The Company paid the remaining balance owed under the 2024 Term Note in full in December 2025, prior to the end of the financing term without incurring a pre-payment penalty. Accordingly, the balance owed under the 2024 Term Note was $0 at March 31, 2026. The balance owed under the 2024 Term Note at June 30, 2025 was approximately $766,000. Interest incurred for the three months ended March 31, 2026 and 2025 totaled approximately $0 and $36,000, respectively. Interest incurred for the nine months ended March 31, 2026 and 2025 totaled approximately $70,000 and $116,000, respectively.