Ardelyx Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
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Biotechnology: Pharmaceutical Preparations
Health Care
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 30, 2025
(Exact name of registrant as specified in its charter)
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Item 1.01 Entry into a Material Definitive Agreement.
On June 30, 2025, Ardelyx, Inc. (the “Company”) entered into a Fifth Amendment (the “Fifth Amendment”) to the Loan and Security Agreement, dated February 23, 2022, by and among the Company, as borrower, SLR Investment Corp. (“SLR”), as collateral agent and the lenders party thereto.
The Fifth Amendment, among other things, (1) provided for the immediate draw of the principal amount of $50.0 million (the “Term E Loan”) on the closing date of the Fifth Amendment and (2) provides the Company with the option to draw an additional $100.0 million of committed senior secured term loans, consisting of two separate term loans, each in a principal amount of $50.0 million: (a) the first of which is available at the Company’s election through June 30, 2026 (the “Term F Loan”) and (b) the second of which is available at the Company’s election through December 20, 2026 (the “Term G Loan” and, together with the Term F Loan, the “Incremental Term Loans”).
The interest rate for the Term E Loan is 4.00% plus a rate equal to 0.022% plus the 1-month SOFR reference rate, subject to a SOFR floor of 4.70%. The interest rate for the Incremental Term Loans, if drawn, will be 4.95% plus the 1-month SOFR reference rate subject to a SOFR floor of 3.50%.
On the effective date of the Fifth Amendment, the Company paid (i) a fee of $250 thousand in connection with the funding of the Term E Loan, and (ii) a facility fee of $1.0 million with respect to the Incremental Term Loans.
The maturity date for the Term E Loan (and the other existing term loans) remains July 1, 2028 (the “Maturity Date for the Existing Term Loans”). The Company is permitted to make interest-only payments on the Term E Loan through the Maturity Date for the Existing Term Loans. The maturity date for each of the Incremental Term Loans will be July 1, 2030 (the “Maturity Date for the Incremental Term Loans”). The Company will be permitted to make interest-only payments on the Incremental Term Loans from the date the Incremental Term Loan is drawn through the Maturity Date for the Incremental Term Loans.
The Company is obligated to pay a final fee equal to 4.95% of the Term E Loan upon the earliest to occur of (i) the Maturity Date for the Existing Loans, (ii) the acceleration of the Term E Loan, and (iii) the prepayment, refinancing, substitution, or replacement of the Term E Loan. A non-refundable final fee will be payable upon the earlier of any final termination, acceleration, prepayment, or the Maturity Date for the Incremental Term Loans, equal to 3.45% of the original principal amount of the Incremental Term Loans funded.
The above summaries of the material terms of the Fifth Amendment do not purport to be complete and are qualified in their entirety by reference to the Fifth Amendment, a copy of which is filed as Exhibit 10.1, respectively, to this Current Report on Form 8-K and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
| 10.1 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: July 3, 2025 | ARDELYX, INC. | |||||||
| By: | /s/ Justin A. Renz | |||||||
| Justin A. Renz | ||||||||
| Chief Financial and Operations Officer | ||||||||