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HPTX > SEC Filings for HPTX > Form 8-K on 28-Sep-2012All Recent SEC Filings

Show all filings for HYPERION THERAPEUTICS INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for HYPERION THERAPEUTICS INC


28-Sep-2012

Creation of a Direct Financial Obligation or an Obligation under an Off


Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On September 26, 2012, Hyperion Therapeutics, Inc. (the "Company") entered into a secured promissory note (the "Note") with Silicon Valley Bank (the "Lender") in the principal amount of $2,500,000. The Note was issued pursuant to the terms of the Loan and Security Agreement, dated April 19, 2012. The principal amount outstanding for the loan accrues interest at a per annum rate equal to the greater of (i) 8.88% and (ii) the Treasury Rate, as defined in the Loan and Security Agreement, on the date the loan is funded plus 8.50%, with interest only payments for the period of 9 months from the date the loan is funded. The loan is then payable in equal monthly principal payments plus interest over a period of 27 months from the date the loan is funded.

In connection with the Loan and Security Agreement, the Company granted a security interest in all of its assets, except intellectual property. The Company's obligations to the Lender includes restrictions on borrowing, asset transfers, placing liens or security interest on its assets including the Company's intellectual property, mergers and acquisitions and distributions to stockholders. The Loan and Security Agreement also requires the Company to provide the Lender monthly financials and compliance certificate within 30 days of each month end, annual audited financials within 180 days of each fiscal year-end and annual approved financial projections. The Company also issued warrants to the Lender to purchase a total of 8,408 shares of common stock with an exercise price of $5.05 per share. The Loan and Security Agreement requires immediate repayment of amounts outstanding upon an event of default, which includes events such as a payment default, a covenant default or the occurrence of a material adverse change.

The above summary is qualified in its entirety by reference to the Form of Secured Promissory Note and the Loan and Security Agreement, which are filed as Exhibits 4.8 and 10.24, respectively, to the Company's Amendment No. 1 to the Registration Statement on Form S-1 filed May 24, 2012, each of which are incorporated herein by reference.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
Number                                    Description

10.1         Form of Secured Promissory Note (incorporated by reference to Exhibit
             4.8 to the Company's Amendment No. 1 to the Registration Statement on
             Form S-1 filed with the Commission on May 24, 2012.)

10.2         Loan and Security Agreement by and among the Company, Silicon Valley
             Bank and the Lenders listed therein, dated April 19, 2012
             (incorporated by reference to Exhibit 10.24 to the Company's Amendment
             No. 1 to the Registration Statement on Form S-1 filed with the
             Commission on May 24, 2012.)


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