SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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As previously disclosed, on January 9, 2023, Liquidia Technologies, Inc., a Delaware corporation (the “Company”) and a wholly owned subsidiary of Liquidia Corporation, a Delaware corporation (the “Parent”) entered into a Revenue Interest Financing Agreement (the “Agreement”) with HealthCare Royalty Partners IV, L.P. (the “Investor”) and HealthCare Royalty Management, LLC, pursuant to which and subject to the terms and conditions contained therein, the Investor agreed to pay the Company an aggregate investment amount of up to $100.0 million (the “Investment Amount”). Under the terms of the Agreement, $32.5 million of the Investment Amount was to be funded at the initial closing, which occurred on January 27, 2023 (the “Initial Closing Date”).
Item 1.02 Termination of a Material Definitive Agreement.
As previously disclosed, on January 7, 2021, Parent entered into an Amended and Restated Loan and Security Agreement (the “SVB Loan”) with Silicon Valley Bank (“SVB”), as lender, administrative agent, and collateral agent, SVB Innovation Credit Fund VIII, L.P., the Company, the Parent, and Liquidia PAH, LLC, a Delaware limited liability company and wholly owned subsidiary of the Company (“Liquidia PAH” and together with the Parent and the Company, the “Company Group”).
On the Initial Closing Date, the SVB Loan was terminated upon the receipt by SVB of a payoff amount of $22,356,635 from the Company Group. The pay-off amount paid by the Company in connection with the termination of the SVB Loan was made pursuant to a pay-off letter (the “Termination Letter”) and included payment of $1.0 million as a prepayment fee. As a result, the SVB Loan, together with all documents and agreements executed in connection therewith, have terminated and all liens associated therewith have been released as of the Initial Closing Date. Pursuant to the Termination Letter and in accordance with the terms of the SVB Loan, the Company Group continues to be bound by certain terms under the SVB Loan that customarily survive the termination of similar agreements, including, without limitation, certain indemnification obligations.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|January 30, 2023||Liquidia Corporation|
|By:||/s/ Michael Kaseta|
|Title:||Chief Financial Officer|