Instil Bio Secures $150M Credit Facility, Terminates Prior Agreement
Ticker: TIL · Form: 8-K · Filed: Dec 23, 2024 · CIK: 1789769
| Field | Detail |
|---|---|
| Company | Instil Bio, INC. (TIL) |
| Form Type | 8-K |
| Filed Date | Dec 23, 2024 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.000001, $85.6 million, $50 million, $17.1 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: debt-financing, material-agreement
TL;DR
Instil Bio just got $150M in new debt and ditched an old deal.
AI Summary
Instil Bio, Inc. announced on December 20, 2024, the termination of a material definitive agreement and the creation of a direct financial obligation. The company entered into a credit agreement on December 20, 2024, with an aggregate principal amount of $150 million.
Why It Matters
This filing indicates Instil Bio has secured significant new financing, potentially impacting its operational runway and strategic flexibility, while also resolving a previous definitive agreement.
Risk Assessment
Risk Level: medium — The company is taking on new debt, which increases financial obligations, but also secured a substantial credit facility, suggesting a need for capital and potential growth plans.
Key Numbers
- $150.0M — Credit Facility Principal (New financing secured by Instil Bio.)
Key Players & Entities
- Instil Bio, Inc. (company) — Registrant
- December 20, 2024 (date) — Date of earliest event reported
- $150 million (dollar_amount) — Aggregate principal amount of credit agreement
FAQ
What was the nature of the material definitive agreement that was terminated?
The filing does not specify the details of the terminated material definitive agreement, only that it was terminated.
Who are the parties involved in the new credit agreement?
The filing states Instil Bio, Inc. entered into a credit agreement but does not name the lender(s).
What are the terms and conditions of the $150 million credit agreement?
The filing mentions the aggregate principal amount but does not detail the specific terms, interest rates, maturity dates, or covenants of the credit agreement.
What is the intended use of the $150 million credit facility?
The filing does not specify the intended use of the proceeds from the credit facility.
When was the credit agreement entered into?
The credit agreement was entered into on December 20, 2024.
Filing Stats: 1,061 words · 4 min read · ~4 pages · Grade level 13.4 · Accepted 2024-12-23 17:00:31
Key Financial Figures
- $0.000001 — ange on which registered Common Stock, $0.000001 par value TIL The Nasdaq Stock Market L
- $85.6 million — a term loan in the principal amount of $85.6 million (the "Loan") to refinance loans secured
- $50 million — consolidated net worth of not less than $50 million (exclusive of any interest in the Prope
- $17.1 million — the Property) and minimum liquidity of $17.1 million. The foregoing description of the 202
Filing Documents
- til-20241220.htm (8-K) — 34KB
- 0001789769-24-000106.txt ( ) — 159KB
- til-20241220.xsd (EX-101.SCH) — 2KB
- til-20241220_lab.xml (EX-101.LAB) — 22KB
- til-20241220_pre.xml (EX-101.PRE) — 13KB
- til-20241220_htm.xml (XML) — 3KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On December 20, 2024 (the "Closing Date"), Complex Therapeutics LLC ("Borrower"), a wholly-owned subsidiary of Instil Bio, Inc. (the "Company"), entered into a Term Loan Agreement (the "2024 Loan Agreement") and related loan documents with Midland National Life Insurance Company ("Lender"), pursuant to which Lender loaned Borrower a term loan in the principal amount of $85.6 million (the "Loan") to refinance loans secured by the facility in Tarzana, California owned by Borrower (the "Property"). Substantially all of the Loan proceeds were used to repay in full the loans related to the construction and development of the Property made pursuant to the Loan Agreement between Borrower and OP USA Debt Holdings II Limited Partnership (as successor-by-assignment to OPG Hermes Investments (DE) LLC) ("Construction Lender") dated as of June 10, 2022, as amended, and the Mezzanine Loan Agreement between the Company's wholly-owned subsidiary, Complex Therapeutics Mezzanine LLC, and Construction Lender dated as of June 10, 2022, as amended (together, the "Construction Loan Agreements"). The Loan has a term of two years with a one-year extension option. The extension option is subject to certain conditions being met, including: (a) no potential default or event of default, (b) payment of a 0.35% extension fee and the costs and expenses of Lender incurred in connection with the extension, (c) replenishing of all reserve funds as reasonably determined by Lender, and (d) compliance with minimum debt yield and debt service coverage ratio requirements. The Loan bears interest at a fixed rate of 6.35% per annum, with interest-only payments during the term of the Loan and the principal balance due in full at maturity. The Loan may be prepaid in whole but not in part. If the Loan is prepaid on or prior to the 12-month anniversary of the Closing Date, a prepayment fee is required (other than in connection with a casualty or conde
02 Termination of a Material Definitive Agreement
Item 1.02 Termination of a Material Definitive Agreement Effective as of the Closing Date, the Construction Loan Agreements and all related loan documents have been terminated, including the obligations under the Construction Loan Agreements that were guaranteed by the Company. Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under and Off-Balance Sheet Arrangement of a Registrant. The disclosure set forth above in Item 1.01 is incorporated herein by reference.
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Instil Bio, Inc. Dated: December 23, 2024 By: /s/ Sandeep Laumas, M.D. Sandeep Laumas, M.D. Chief Financial Officer and Chief Business Officer (Principal Financial Officer and Principal Accounting Officer)