enGene Holdings Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Results of Operations and Financial Condition, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
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Item 1.01 Entry into a Material Definitive Agreement.
First Amendment to Amended and Restated Loan and Security Agreement
On December 18, 2024, enGene Holdings Inc. (the “Company”), together with its subsidiaries, enGene Inc. and enGene USA, Inc. (collectively with the Company, on a joint and several basis, the “Borrower”) entered into a First Amendment to Amended and Restated Loan and Security Agreement (the “First Amendment”), which amends that certain Amended and Restated Loan and Security Agreement dated December 22, 2023 (the “Amended Loan Agreement”) with Hercules Capital, Inc., as agent and lender (“Hercules” or “the Bank”), and the several banks and other financial institutions or entities from time to time parties thereto (with Hercules, the “Lenders”).
The First Amendment modified the Amended Loan Agreement to reallocate the $7.5 million previously available under Tranche 2 (as defined in the Amended Loan Agreement), which was not drawn by the Borrower, to Tranche 3 (as defined in the Amended Loan Agreement). Pursuant to the First Amendment, the $7.5 million advance originally available upon achievement of the Interim Milestone (as defined in the Amended Loan Agreement) was added to the uncommitted tranche subject to the Lenders’ investment committee approval and satisfaction of certain other conditions precedent (including payment of a 0.75% facility charge on the amount borrowed), pursuant to which the Borrower may request from time to time that the Lenders make additional term loan advances to the Borrower in an aggregate principal amount of up to $27.5 million. The First Amendment did not change the total term loan facility available to the Borrower of up to $50.0 million. The First Amendment further provided for certain administrative changes in accordance with the foregoing.
Except as modified by the First Amendment, all other terms and conditions of the Amended Loan Agreement remain unchanged and in full force and effect.
The foregoing description of the First Amendment is qualified in its entirety by reference to the First Amendment, which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2024.
Item 2.02 Results of Operations and Financial Condition.
On December 19, 2024, the Company announced its financial results for the year ended October 31, 2024. A copy of the press release issued in connection with the announcement is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Current Report on Form 8-K (including Exhibit 99.1 attached hereto) is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
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Description of Exhibits |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
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.
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ENGENE HOLDINGS INC. |
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Date: |
December 19, 2024 |
By: |
/s/ Ryan Daws |
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Name: Ryan Daws |