Immunocore Holdings plc

11/08/2024 | Press release | Distributed by Public on 11/08/2024 15:23

Termination of Material Agreement Form 8 K

Item 1.02.
Termination of a Material Definitive Agreement.

On November 8, 2024, Immunocore Limited, a subsidiary of Immunocore Holdings plc (the "Company"), prepaid in full the loan outstanding under the loan agreement (the "Pharmakon Loan Agreement"), dated as of November 8, 2022, by and among Immunocore Limited, as borrower, the Company, as parent and a credit party, certain additional credit parties and guarantors party thereto, BioPharma Credit PLC, as collateral agent (the "Collateral Agent"), and BPCR Limited Partnership and BioPharma Credit Investments V (Master) LP, as lenders (together, the "Lenders"). Immunocore Limited concurrently provided notice of its election to prepay 100% of the obligations under the Pharmakon Loan Agreement to the Collateral Agent and the Lenders on November 8, 2024. Pursuant to the terms of the Pharmakon Loan Agreement, all obligations of Immunocore Limited and the Company under the Pharmakon Loan Agreement have been terminated and discharged as a result of such prepayment.

The aggregate cash payment to terminate the Pharmakon Loan Agreement was $52.0 million and consisted of $50.0 million for principal, $0.5 million accrued interest and $1.5 million attributable to a prepayment premium and other expenses payable by the Company pursuant to the Pharmakon Loan Agreement. Absent its early repayment and termination, the maturity date of the loan under the Pharmakon Loan Agreement would have been November 8, 2028.

The material terms of the Pharmakon Loan Agreement are summarized in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission (the "SEC") on February 28, 2024, and such description is incorporated herein by reference. The foregoing description of the Pharmakon Loan Agreement is qualified in its entirety by reference to the full text of the Pharmakon Loan Agreement, which was filed as Exhibit 99.4to the Company's Report on Form 6-K, filed with the SEC on November 9, 2022 and incorporated herein by reference.