T2 Biosystems Inc.

04/18/2024 | Press release | Distributed by Public on 04/18/2024 14:12

Material Agreement - Form 8-K

Item 1.01

Entrance into Material Definitive Agreement

The Exchange

On April 12, 2024, T2 Biosystems, Inc. (the "Company") issued 3,280,618 shares of Common Stock and 17,160.48 shares of Series A Convertible Preferred Stock, par value $0.001 per share (the "Series A Preferred Stock") to the Lenders (defined below) in exchange for the cancellation of $15.0 million of outstanding loans under the Loan Agreement (defined below) (the "Exchange"). The Exchange was completed pursuant to the Securities Purchase Agreement (the "Securities Purchase Agreement"), dated as of February 15, 2024, with CRG Partners III L.P., CRG Partners III - Parallel Fund "A" L.P., CRG Partners III (Cayman) Unlev AIV I L.P., CRG Partners III (Cayman) Lev AIV I L.P. and CRG Partners III Parallel Fund "B" (Cayman) L.P. (collectively in such capacity, the "Lenders" or the "Purchasers"). Additional information regarding the rights, preferences, privileges and restrictions applicable to the Series A Preferred Stock is set forth under Item 5.03 of this report.

Consent to Term Loan Agreement

On April 12, 2024, the Company entered into a Consent and Amendment No. 10 to Term Loan Agreement (the "Consent") to that certain Term Loan Agreement, dated as of December 30, 2016, by and among the Company, CRG Servicing LLC, as administrative agent and collateral agent (in such capacities, the "Administrative Agent") and the lenders named therein (as amended from time to time to date, the "Loan Agreement"). The Consent provides for, among other things, (i) the consent of the Administrative Agent and the Lenders (who constitute all of the lenders under the Loan Agreement) to the Exchange and (ii) the extension of the period in which the Company may elect to pay a portion of the accrued interest on the term loans in-kindto the earlier of (a) December 31, 2025 and (b) the date on which a default has occurred.

The foregoing summary of the Consent does not purport to be complete and are qualified in its entirety by the full text of the Consent, a copy of which is filed as Exhibit 10.1 to this report.