Silk Road Medical Inc.

09/17/2024 | Press release | Distributed by Public on 09/17/2024 06:46

Asset Transaction Form 8 K

Item 1.02
Termination of a Material Definitive Agreement.

In connection with the consummation of the Merger, on September 17, 2024, Silk Road repaid in full all outstanding indebtedness and terminated all obligations and commitments under its Loan and Security Agreement, dated as of May 27, 2022, by and between Silk Road and Oxford Finance, LLC, as amended on June 13, 2022 (the "Existing Loan Agreement"). Silk Road incurred a 1.0% prepayment fee for early prepayment of the term loans under the Existing Loan Agreement, which had a scheduled maturity date of May 1, 2027 for the revolving facility and the term loans. In connection with the repayment of the outstanding indebtedness by Silk Road under the Existing Loan Agreement, any guarantees, liens and other security interests in connection therewith were automatically terminated and/or released, as applicable.

In connection with the consummation of the Merger, Silk Road paid a success fee of $367,500 (the "Success Fee") to Stifel Bank under its Success Fee Agreement with Stifel Bank, dated October 29, 2020 (the "Success Fee Agreement"), by and between Silk Road and Stifel Bank, which Silk Road entered into in connection with its Loan and Security Agreement, dated as of October 29, 2020, by and between Silk Road and Stifel Bank. The Success Fee Agreement required Silk Road to pay Stifel Bank the Success Fee in the event that Silk Road completed a Liquidity Event (liquidation, merger, sale of Silk Road or change in control) prior to the Success Fee Agreement termination date of October 29, 2025. In connection with the repayment of the Success Fee by Silk Road under the Success Fee Agreement, all obligations of Silk Road or any of its affiliates under the Success Fee Agreement were satisfied and released with no further action necessary and the Success Fee Agreement was terminated.

The material terms of the Existing Loan Agreement and the Success Fee Agreement are more fully described in Silk Road's Current Report on Form 10-Q filed with the U.S. Securities and Exchange Commission (the "SEC") on August 7, 2024, which descriptions are incorporated herein by reference.