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SRNE > SEC Filings for SRNE > Form 8-K on 2-Oct-2013All Recent SEC Filings

Show all filings for SORRENTO THERAPEUTICS, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for SORRENTO THERAPEUTICS, INC.


2-Oct-2013

Entry into a Material Definitive Agreement, Creation of a Direct Fina


Item 1.01 Entry into a Material Definitive Agreement.

On September 27, 2013, Sorrento Therapeutics, Inc. (the "Company") entered into a Loan and Security Agreement with Oxford Finance LLC ("Oxford") and Silicon Valley Bank ("SVB" and together with Oxford, the "Lenders") for a term loan of $5 million (the "Term Loan"). The interest rate on the Term Loan is 7.95% per annum. The Company will make interest only payments on the outstanding amount of the loan on a monthly basis until March 31, 2014, after which equal monthly payments of principal and interest shall be due. In the event the Company receives at least $20 million in net proceeds from an equity offering and/or a one-time, non-refundable "up front" payment in connection with a joint venture, collaboration or other partnering transaction, the interest only payment period will be extended to October 31, 2014. The maturity date of the Term Loan is April 1, 2017. The Term Loan is collateralized by a security interest in all of the Company's assets except intellectual property. The Company's intellectual property is subject to a negative pledge. In connection with the Term Loan, the Lenders received a warrant to purchase an aggregate 31,250 shares of our common stock at an exercise price of $8.00 per share exercisable for seven years from the date of issuance.



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

Reference is made to the disclosure set forth under Item 1.01 Entry into a Material Definitive Agreement of this Current Report on Form 8-K, which disclosure is incorporated herein by reference.



Item 3.02 Unregistered Sales of Equity Securities.

Reference is made to the disclosure set forth under Item 1.01 Entry into a Material Definitive Agreement of this Current Report on Form 8-K, which disclosure is incorporated herein by reference.

The issuances of the securities described in Item 1.01 were deemed to be exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"), in reliance upon Section 4(2) of the Securities Act (or Regulation D promulgated thereunder) as a transaction by an issuer not involving any public offering. Each recipient of securities represented that such recipient was an accredited investor under Regulation D.


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