CVRx(US:CVRX)2026-01-12 13:10Loan Agreements and Commitments - The Second Amendment to the Loan and Security Agreement was executed on January 9, 2026, involving CVRx, Inc. and Innovatus Life Sciences Lending Fund I, LP as the collateral agent and lender[2]. - The total commitment for Term A Loan is $15 million, with Innovatus Life Sciences Lending Fund I, LP holding a 100% commitment percentage[13]. - The Term B Loan commitment is $30 million minus the funded amount of Term A Loan, also with a 100% commitment percentage[13]. - The Term C Loan commitment is set at $20 million, with Innovatus Life Sciences Lending Fund I, LP holding a 100% commitment percentage[13]. - The Term D Loan commitment is $10 million, with Innovatus Life Sciences Lending Fund I, LP holding a 100% commitment percentage[13]. - The Term E Loan commitment is $15 million, with Innovatus Life Sciences Lending Fund I, LP holding a 100% commitment percentage[13]. - The Term F Loan commitment is $25 million, with Innovatus Life Sciences Lending Fund I, LP holding a 100% commitment percentage[13]. - The amendments to the Loan Agreement are effective upon satisfaction of specific conditions, including the execution of the amendment by all parties involved[6]. Loan Terms and Conditions - The Borrower represents that no Event of Default has occurred and that all representations and warranties are true and accurate as of the date of the amendment[6]. - The governing law for this amendment is the State of New York[9]. - The company has secured a Term A Loan of up to $15 million, with an outstanding principal amount of $15 million as of the Second Amendment Effective Date[22]. - The Term B Loan is available for up to $30 million, with an outstanding principal balance of $15 million as of the Second Amendment Effective Date[23]. - The Term C Loan can be drawn for up to $20 million, with an outstanding principal balance of $20 million as of the Second Amendment Effective Date[24]. - The Term D Loan is set at up to $10 million, with an outstanding principal balance of $10 million as of the Second Amendment Effective Date[25]. - The Term E Loan is available for up to $15 million, with no specific outstanding balance reported[26]. - The Term F Loan can be drawn for up to $25 million, with no specific outstanding balance reported[27]. - Borrower is required to make monthly interest-only payments starting from the first Payment Date following the Funding Date of any Term Loan[28]. - Upon maturity, all unpaid principal and accrued interest for the Term Loan is due and payable in full[28]. - The interest rate on the Term Loan is a floating per annum rate based on the Basic Rate, with a potential increase of 2.15% payable in-kind[33]. Financial Requirements and Covenants - Borrower must pay a commitment fee of 3.00% of the aggregate principal amount of the Term Loan Commitments for the Term E Loan or Term F Loan if certain conditions are met[42]. - The aggregate amount of the Term A Loan to be made on the Effective Date is less than or equal to 15% of Borrower's market capitalization[48]. - The market capitalization of Borrower must be greater than $190 million for the Term E Loan to be extended[51]. - The market capitalization of Borrower must be greater than $300 million for the Term F Loan to be extended[51]. - Borrower must deliver a completed Perfection Certificate for itself and each of its Subsidiaries[47]. - Borrower has good title to the Collateral, free and clear of any Liens except Permitted Liens[62]. - All consolidated financial statements for Borrower and its Subsidiaries fairly present the consolidated financial condition in conformity with GAAP[67]. - There has not been a Material Adverse Change since the date of the most recent financial statements submitted[67]. - Borrower and each of its Subsidiaries, when taken as a whole, is Solvent[68]. - The Collateral must not be in the possession of any third party bailee with components exceeding $250,000[64]. - Borrower must provide evidence that the insurance policies required are in full force and effect[48]. - Borrower and its Subsidiaries have timely filed all required tax returns and paid all taxes owed exceeding $100,000 in all jurisdictions[73]. - Borrower shall use the proceeds of the Term Loan solely as working capital and for general business requirements[74]. - Borrower must maintain its legal existence and good standing in all jurisdictions to avoid a Material Adverse Change[77]. - Borrower is required to deliver monthly financial statements within 30 days after each fiscal month and quarterly financial statements within 45 days after each fiscal quarter[79]. - Borrower must provide annual financial projections and budget to the Collateral Agent within 10 days after board approval[80]. - Borrower is obligated to keep all Inventory in good and marketable condition, free from material defects[89]. - Borrower and its Subsidiaries have complied with all material laws and regulations to avoid any Material Adverse Change[77]. - Borrower must notify the Collateral Agent of any litigation or governmental proceedings that could result in damages of $250,000 or more[81]. - Borrower is required to maintain proper books of record and allow inspections by the Collateral Agent during regular business hours[87]. - Borrower must provide prompt notice of any Event of Default or events that could constitute an Event of Default within three business days[81]. - Borrower must achieve TTM Revenue of at least 50% of projections for the 12-month period ending on the last day of each quarter starting from September 30, 2025[102]. - If TTM Revenue for the previous quarter exceeds $100 million, Borrower is not obligated to comply with the revenue requirement for the current quarter[103]. - Borrower must maintain a cash balance of at least 5% of the aggregate principal amount of Term Loans in Collateral Accounts[104]. - Borrower is required to notify Collateral Agent of any new offices or business locations if the assets exceed $250,000[107]. - Borrower must provide written notice to Collateral Agent before establishing any Collateral Account[93]. - Borrower must execute further instruments as requested by Collateral Agent to perfect or continue the security interest in the Collateral[99]. - Borrower is restricted from paying dividends exceeding $100,000 per fiscal year, except under specific employee stock plans[112]. - Borrower cannot make any investments outside of permitted investments as defined in the agreement[113]. - Any material transaction with affiliates must be conducted at fair and reasonable terms, ensuring no less favorable conditions than arm's length transactions[115]. - Borrower must comply with various financial covenants, including maintaining minimum liquidity levels and submitting acceptable financial plans if breaches occur[121]. Events of Default and Remedies - A material adverse change may trigger an event of default, allowing the collateral agent to declare all obligations immediately due[122]. - Borrower is prohibited from engaging in transactions with blocked persons or entities listed on OFAC lists[118]. - Any judgments against Borrower exceeding $250,000 that remain unsatisfied for ten days may constitute an event of default[123]. - Borrower must maintain valid ownership of intellectual property critical to its business, free from any liens[125]. - Delisting of Borrower's common stock from its primary exchange without immediate listing on another recognized exchange may trigger default[126]. - Borrower is subject to regulatory actions that could result in liabilities exceeding $250,000, which may lead to material adverse changes[124]. - Upon the occurrence of an Event of Default, the Collateral Agent has the right to settle disputes directly with Account Debtors without notice[129]. - The Collateral Agent may appoint a receiver to manage and realize any of the Collateral, with authority granted by a competent court[131]. - Borrower waives the right to direct the application of any payments received by the Collateral Agent, who has exclusive rights to apply payments against Obligations[135]. - Collateral Agent may obtain insurance on behalf of the Borrower if they fail to do so, with all costs being immediately due and payable[134]. - The Collateral Agent and Lenders are not liable for any loss or damage to the Collateral as long as they comply with reasonable banking practices[137]. - The Borrower irrevocably appoints the Collateral Agent as its attorney-in-fact to endorse checks and settle disputes with Account Debtors upon an Event of Default[133]. Notices and Legal Provisions - All notices and communications must be in writing and are deemed validly served upon actual receipt or after a specified period if sent via mail or email[140]. - The governing law for this agreement is the internal laws of the State of New York, excluding conflict of laws principles[144]. - The Collateral Agent has the right to apply proceeds from the sale of Collateral first to Lenders' Expenses, then to accrued interest, and finally to principal amounts[135]. - Borrower bears all risk of loss, damage, or destruction of the Collateral[137]. - The Borrower irrevocably accepts the jurisdiction of New York courts for any legal actions related to the Loan Documents[146]. - The Borrower waives personal service of legal documents and consents to service by mail to the specified address[147]. - The Borrower agrees to indemnify the Collateral Agent and Lenders against all claims and liabilities arising from the Loan Documents[151]. - The Borrower must not transfer rights or obligations under the Agreement without prior written consent from the Collateral Agent[150]. - The Collateral Agent may correct errors in the Loan Documents consistent with the parties' agreement[153]. - All covenants and representations made in the Agreement continue until all obligations are satisfied[159]. - Confidential information handling requires the same degree of care as proprietary information, with specific disclosure conditions[160]. - The Borrower grants a lien and right of set-off to the Collateral Agent and Lenders against all deposits and property[162]. - The Borrower agrees to cooperate in executing documents for assignments of Term Loan Commitments[163]. - The Collateral Agent and Lenders may publicly announce the transactions contemplated by the Agreement[164]. Financial Metrics and Definitions - Adjusted EBITDA for the Borrower is calculated as net income from continuing operations plus interest expense, income taxes, depreciation, amortization, and non-cash stock-based compensation[168]. - The Basic Rate for each Term Loan is the greater of the Prime Rate or 6.75% plus 2.65%, which will reduce to 2.00% after achieving two quarters of positive Adjusted EBITDA[171]. - The Final Fee Percentage is set at 4.50% of the aggregate amount of the Term Loans funded[192]. - The Facility Fee is 0.75% of the total principal amount for each Term Loan funded on the Funding Date[188]. - Cash Equivalents include marketable direct obligations with maturities of not more than one year, commercial paper with the highest rating, and certificates of deposit with similar maturity[176]. - The Amortization Date is February 1, 2030, unless the Interest-Only Extension occurs, in which case it will be February 1, 2031[170]. - The Borrower's Books include all financial records, tax returns, and information regarding assets and liabilities[173]. - The definition of Indebtedness includes obligations for borrowed money, capital lease obligations, and Contingent Obligations[200]. - The term "Blocked Person" refers to individuals or entities subject to anti-terrorism laws, including those listed in Executive Order No. 13224[172]. - The term "Affiliate" includes any person that owns or controls the Borrower or is under common control with the Borrower[169].