Viracta Therapeutics Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Events That Accelerate or Increase a Direct Financial Obligation, Financial Statements and Exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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Item 1.01. Entry into a Material Definitive Agreement.
On January 23, 2025, Viracta Therapeutics, Inc. (the “Company”) entered into a Forbearance and Third Amendment (the “Third Amendment”) to the Loan and Security Agreement (the “Loan Agreement”), dated November 4, 2021, by and among the Company, Viracta Subsidiary, Inc., Oxford Finance LLC (“Oxford”), as collateral agent (“Collateral Agent”), and the Lenders (as defined in the Loan Agreement) thereunder, including Silicon Valley Bank, a division of First-Citizens Bank and Trust Company, and Oxford in its capacity as a Lender, as previously amended. The Third Amendment provides for the application of Company cash towards the outstanding obligations under the Loan Agreement, a security interest in the Company’s intellectual property, and a covenant that the Company shall limit its expenditures in compliance with an agreed upon budget between the Company and the Lenders, in each case in exchange for forbearance by the Collateral Agent and Lenders from exercising their rights and remedies against the Company in connection with the events of default that the Lenders have asserted under the Loan Agreement, as previously disclosed. Such forbearance shall continue until the earliest to occur of (a) the failure of the Company to comply with any of the terms or undertakings of the Third Amendment, (b) the occurrence of any other event of default other than previously identified events of default and (c) February 5, 2025. Under the terms of the Third Amendment, the Company provided a paydown payment to the Lenders in the amount of approximately $3.7 million towards the outstanding obligations under the Loan Agreement, in addition to a prior application of approximately $7.7 million of Company cash towards the obligations under the Loan Agreement, leaving a remaining balance of approximately $3.5 million in outstanding principal under the Loan Agreement.
The foregoing description of the Third Amendment is not complete and each is qualified in its entirety by reference to the full text of such amendment, a copy of which will be filed is filed as Exhibit 10.1 hereto.
Item 2.04. Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.
The information set forth above under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit Number |
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Description |
10.1+ |
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Forbearance and Third Amendment to Loan and Security Agreement, dated January 23, 2025, by and among the Company, Oxford Finance LLC, and Silicon Valley Bank, a division of First-Citizens Bank and Trust Company. |
104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
+ Portions of the exhibit have been omitted pursuant to Item 601(b)(10) of Regulation S-K. The Company agrees to furnish to the Securities and Exchange Commission a copy of any omitted portions of the exhibit upon request.
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 thereunto duly authorized.
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Viracta Therapeutics, Inc. |
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Date: |
January 24, 2025 |
By: |
/s/ Michael Faerm |
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Michael Faerm |