AEON Biopharma Inc.
04/17/2024 | Press release | Distributed by Public on 04/17/2024 14:07
Material Agreement - Form 8-K
Item 1.01. Entry into a Material Definitive Agreement.
As previously disclosed, on March 19, 2024, AEON Biopharma, Inc. ("AEON" or the "Company") and AEON Biopharma Sub, Inc., a subsidiary of the Company ("AEON Sub"), entered into a subscription agreement (the "Subscription Agreement") with Daewoong Pharmaceutical Co., LTD. ("Daewoong") relating to the sale and issuance by the Company of senior secured convertible notes in the principal amount of up to $15.0 million, which are convertible into shares of the Company's Class A common stock, par value $0.0001, subject to certain conditions and limitations set forth in each convertible note. The Subscription Agreement was previously filed as Exhibit 10.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") by the Company on March 19, 2024.
As previously disclosed, on March 24, 2024, AEON issued and sold to Daewoong one senior secured convertible note in the principal amount of $5.0 million. Such convertible note was previously filed as Exhibit 4.1 to the Company's Current Report on Form 8-K filed with the SEC by the Company on March 28, 2024.
Subsequent Closing
Pursuant to the terms of the Subscription Agreement, on April 12, 2024, AEON issued and sold to Daewoong one senior secured convertible note (the "Convertible Note") in the principal amount of $10.0 million. The Company will use the net proceeds from the Convertible Note to support the late-stage clinical development of its lead product candidate ABP-450 and for general working capital purposes.
The Convertible Note contains customary events of default, accrues interest at an annual rate of 15.79% and has a maturity date of April 12, 2027, unless earlier repurchased, converted or redeemed in accordance with its terms prior to such date. The terms of the Convertible Note are identical to the terms of the Convertible Notes, as described in Item 1.01 of the Company's Current Report on Form 8-K filed with the SEC on March 19, 2024, which is incorporated herein by reference.
The description of the Convertible Note is qualified in its entirety by the full text of the Convertible Note, a copy of which is filed herewith as Exhibit 4.1, and which is incorporated herein by reference.