CERUS CORP 8-K

What Happened

• On June 5, 2026 (filed June 8, 2026), Cerus Corporation announced it entered into amended and restated credit agreements with MidCap (Term Loan and Revolving Loan) and drew the first advance. The Company borrowed $35.0 million (Tranche 1) under a secured term loan facility with a total capacity of up to $65.0 million to refinance part of its existing term debt. The amended revolving credit facility has an initial capacity of $30.0 million (with ~$29.9 million outstanding as of the closing).

Key Details

• Term loan facility: up to $65.0M; Tranche 1 funded $35.0M on Closing Date; an Additional Tranche of $30.0M is available in $5.0M minimum increments subject to lender approval.
• Term loan pricing and payment: floating rate = Term SOFR (floor 1.00%) + 5.50%; interest-only payments for the first 48 months, then principal amortization over the final 12 months; monthly interest payments.
• Revolving facility: initial $30.0M (option to increase by up to $15.0M subject to conditions); interest = Term SOFR (floor 1.00%) + 3.70%; borrowings available through June 1, 2031; availability subject to a borrowing base tied to accounts receivable and inventory.
• Security, fees and covenants: obligations are secured by substantially all assets (with some exclusions); customary fees (origination, unused line, collateral management) and an exit fee on term borrowings; quarterly-tested financial covenant requiring a trailing 12‑month minimum net revenue; customary events of default and remedies including acceleration.

Why It Matters

• Liquidity and refinancing: The new agreements provide immediate liquidity (the $35M draw and near-full revolver availability) and refinance prior term debt, addressing short‑term funding needs and working capital.
• Cost and constraints: The facilities increase interest expense (floating SOFR-based rates with a 1.00% floor) and impose fees and an exit fee; the security interest and financial covenant may limit strategic flexibility (e.g., dividends, acquisitions, additional debt) if covenant tests are not met.
• Risk of default: If Cerus breaches covenants or other default events occur, lenders can accelerate repayment and impose higher interest and other remedies, which could materially affect cash flow and operations.