Aquestive Therapeutics, Inc. 8-K

What Happened

• Aquestive Therapeutics, Inc. announced on May 12, 2026 that it entered a five‑year credit facility of up to $150.0 million with funds managed by Oaktree Capital (administrative agent: Oaktree Fund Administration, LLC). A Tranche A term loan of $55.0 million was funded on the Effective Date and part of those proceeds were used to repay and terminate the company’s prior $45.0 million indenture with U.S. Bank Trust Company. Remaining proceeds and future tranche draws are for general corporate and working capital purposes.
• The facility includes conditional additional tranches: Tranche B ($20.0M) available if the FDA approves Aquestive’s Anaphylm™ before June 30, 2027; Tranche C ($25.0M) available upon certification of a specified net‑sales milestone by December 31, 2027 (after borrowing Tranche B); and Tranche D (up to $50.0M) available by mutual consent. The loan is secured by substantially all company assets (including IP), subject to an intercreditor agreement with an RTW purchaser.

Key Details

• Facility size and funding: up to $150.0M total; Tranche A funded $55.0M on May 12, 2026; prior indenture balance repaid = $45.0M.
• Pricing and payment: interest = 3‑month SOFR (floor 2.75%) + 6.25% per annum (Tranche B gets a permanent 0.25% reduction); interest‑only quarterly payments; option to pay up to 200 bps of interest in kind during first two years.
• Covenants and tests: required controlled cash balances of $27.5M prior to Tranche B funding and $15.0M after; a Minimum Net Sales Covenant is tested only after Tranche B is made (waived if cash >1.5x outstanding loans or market cap ≥ $500M).
• Fees and security: prepayment/exit fees (Exit Fee 1.0–2.0%; Prepayment Premium/make‑whole provisions up to 5.0% declining over time); loan secured by substantially all assets with an intercreditor agreement; company will issue warrants to the lenders (details to be filed).

Why It Matters

• Liquidity and runway: the facility provides immediate liquidity ($55M funded) and optional additional capital (up to $95M more) tied to regulatory and commercial milestones, which could support operations and commercial launch activities for Anaphylm.
• Risks and constraints: the loan is secured and includes cash and net‑sales covenants that can limit flexibility; failure to meet milestones (e.g., no FDA approval by Dec 31, 2027) may trigger required prepayments, higher fees, or covenant impacts.
• Equity and corporate impact: the financing includes warrants to lenders, which may affect future equity dilution; investors should review the upcoming Credit Agreement and Security Agreement filings for full terms and monitor the company’s Q1 2026 earnings release (filed May 13, 2026) for financial context.