Inhibrx Biosciences Files 8-K with Material Agreements

TL;DR

Inhibrx Biosciences inked a material definitive agreement, creating financial obligations and reporting equity sales.

AI Summary

On January 13, 2025, Inhibrx Biosciences, Inc. entered into a material definitive agreement, creating a direct financial obligation. The company also reported on unregistered sales of equity securities and provided a Regulation FD disclosure. This filing also includes financial statements and exhibits.

Why It Matters

This 8-K filing indicates significant corporate actions, including new financial obligations and equity transactions, which could impact the company's financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing details material definitive agreements and financial obligations, which inherently carry financial risk for the company.

Key Numbers

• 001-42031 — SEC File Number (Identifies the company's filing with the SEC.)
• 99-0613523 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Inhibrx Biosciences, Inc. (company) — Registrant
• January 13, 2025 (date) — Date of Report
• Delaware (jurisdiction) — State of Incorporation
• 11025 N. Torrey Pines Road, Suite 140 (address) — Principal Executive Office Address
• La Jolla, CA 92037 (address) — Principal Executive Office City, State, Zip

FAQ

Key Financial Figures

• $0.0001 — ich registered Common Stock, par value $0.0001 per share INBX The Nasdaq Global Market
• $150.0 million — an aggregate principal amount of up to $150.0 million (the "Term Loan Facility"), $100.0 mill
• $100.0 million — 0.0 million (the "Term Loan Facility"), $100.0 million of which was funded on the consummation
• $50.0 million — the "Closing Date"), with the remaining $50.0 million to be funded upon the Company's request
• $14.21 — Common Stock"), at an exercise price of $14.21 per share. Upon the funding of any addi
• $50 million — the Company to draw down an additional $50 million and the issuance of warrants associated

Filing Documents

• inhibrx-20250113.htm (8-K) — 42KB
• exhibit41-formofwarrantoxf.htm (EX-4.1) — 97KB
• exhibit101-oxfordlsa.htm (EX-10.1) — 385KB
• exhibit991-pressreleaseoxf.htm (EX-99.1) — 12KB
• inhibrxlogo-large.jpg (GRAPHIC) — 939KB
• 0002007919-25-000003.txt ( ) — 2060KB
• inhibrx-20250113.xsd (EX-101.SCH) — 2KB
• inhibrx-20250113_lab.xml (EX-101.LAB) — 23KB
• inhibrx-20250113_pre.xml (EX-101.PRE) — 13KB
• inhibrx-20250113_htm.xml (XML) — 3KB

01 Entry Into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement On January 13, 2025, Inhibrx Biosciences, Inc. (the "Company"), Oxford Finance LLC ("Oxford") as collateral agent ("Collateral Agent"), and the other lenders party thereto (the "Lenders"), entered into a Loan and Security Agreement (the "Oxford Loan Agreement"). The Oxford Loan Agreement provides for a term loan facility of an aggregate principal amount of up to $150.0 million (the "Term Loan Facility"), $100.0 million of which was funded on the consummation of the transaction (the "Closing Date"), with the remaining $50.0 million to be funded upon the Company's request and at the Lenders' sole discretion. The Term Loan Facility will mature on January 1, 2030 (the "Maturity Date") and bear interest at (1) 5.61% plus (2) the greater of (i) the 1-Month Term Secured Overnight Financing Right (SOFR), as published by the CME Group or (ii) 4.34%. The repayment schedule provides for interest-only payments through February 1, 2028, with principal payments beginning on March 1, 2028. The interest-only period is followed by 23 months of equal payments of principal plus interest. Upon the earliest to occur of (i) the Maturity Date, (ii) the acceleration of any term loan under the Term Loan Facility, or (iii) prepayment of any term loan under the Term Loan Facility, a final payment of 9.0% of the total repaid principal amount will be due to Oxford and the Lenders on a pro rata basis. The Company has the option to prepay the outstanding balance of the term loan in full prior to the Maturity Date, subject to a prepayment fee ranging from 2.0% to 5.0%, depending on the timing of the prepayment. All obligations under the Oxford Loan Agreement and the other loan documents are secured by a first priority perfected lien on, and security interest in, substantially all present and future assets of the Company, subject to certain exceptions. In connection with the initial tranche of funding under the Term Loan Facility, the Company

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The information set forth in Item 1.01 of this Current Report on Form 8-K regarding the Warrants is incorporated by reference herein. The Warrants were issued to the Lenders as partial consideration for the availability and funding of the Term Loan Facility. The issuance of the Warrants is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), pursuant to the exemption for transactions by an issuer not involving any public offering under Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D of the Securities Act and in reliance on similar exemptions under applicable state laws. Each Lender represented that it is an accredited investor, and that it was acquiring the securities for investment for its own account, not as nominee or agent, and not with a view to the public resale or distribution within the meaning of the Securities Act.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On the Closing Date, the Company issued a press release announcing its entry into the Oxford Loan Agreement and issuance of the Warrants. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in Item 7.01 of 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 or the Exchange Act, except as expressly set forth by specific reference in such filing.

Forward-Looking Statements

Forward-Looking Statements The Company cautions you that statements contained in this Current Report on Form 8-K regarding matters that are not historical facts are forward-looking statements. These statements are based on the Company's current beliefs and expectations. These forward-looking statements include, but are not limited to, statements regarding: the financial capacity available under the Oxford Loan Agreement, including the potential for the Company to draw down an additional $50 million and the issuance of warrants associated with such draw down, future clinical development of the Company's therapeutic candidates, including statements regarding the timing of future data readouts, and evaluations and judgments regarding the Company's strategic flexibility, cash position and balance sheet. Actual results may differ from those set forth in this Current Report on Form 8-K due to the risks and uncertainties inherent in the Company's business, including, without limitation, risks and uncertainties regarding: the initiation, timing, progress and results of its preclinical studies and clinical trials, and its research and development programs; its ability to advance therapeutic candidates into, and successfully complete, clinical trials; its interpretation of initial, interim or preliminary data from its clinical trials, including interpretations regarding disease control and disease response; the timing or likelihood of regulatory filings and approvals; the successful commercialization of its therapeutic candidates, if approved; the pricing, coverage and reimbursement of its therapeutic candidates, if approved; its ability to utilize its technology platform to generate and advance additional therapeutic candidates; the implementation of its business model and strategic plans for its business and therapeutic candidates; its ability to successfully manufacture therapeutic candidates for clinical trials and commercial use, if approved; its ability to contract wit

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits . Exhibit No. Description 4.1 Form of Warrant to Purchase Stock by and between the Company and entities affiliated with Oxford Finance LLC 10.1^ Loan and Security Agreement, dated January 13, 2025 , among the Company , Oxford Finance LLC , and the other lenders party thereto 99.1 Press Release issued by Inhibrx Biosciences, Inc. on January 13 , 2025 ^ Certain exhibits and schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally to the SEC a copy of any omitted exhibits or schedules upon request. Pursuant to Item 601(a)(6) of Regulation S-K, certain information from this exhibit has been redacted as its disclosure would constitute a clearly unwarranted invasion of personal privacy.

SIGNATURES

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. Date: January 13, 2025 INHIBRX BIOSCIENCES, INC. By: /s/ Kelly Deck Name: Kelly Deck Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR