Item 2.03
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Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of
a Registrant
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On March 18, 2021, Bionik Laboratories Corp.
(the “Company”) borrowed an additional $503,650 from new and existing investors, including from RGD Investissements S.A.S.,
an affiliate of Remi Gaston-Dreyfus, a director of the Company (each, along with any other lenders under the Agreement, a “Lender”
and collectively, the “Lenders”), pursuant to its existing Term Loan and Security Agreement dated as of February 12,
2021 (the “Agreement”), and pursuant to which, among other things, the Company may borrow up to $3,000,000 (such borrowed
amount, the “Loan”) from lenders from time to time. Through March 18, 2021, the Company has borrowed an aggregate of
$1,003,650 under the Agreement.
RGD Investissements S.A.S. is acting as collateral
agent under the Agreement on behalf of the Lenders with customary rights and obligations (as such, the “Collateral Agent”).
Pursuant to the terms of the Agreement, the Company
may elect to borrow up to $3,000,000 in the aggregate from time to time, provided (a) an event of default shall not have occurred
or be occurring before or immediately after each such additional loan is given effect; (b) additional loans are only to be provided
by existing Lenders (or their respective affiliates) and other lenders approved by the Collateral Agent; and (c) any Lender may elect
or decline, in its sole discretion, to provide any amount of any requested additional loan.
Each additional loan is to be executed pursuant
to one or more joinder agreements.
The principal amount of and interest on the Loan
will be due and payable on the earlier of: (i) February 12, 2023 and (ii) the date of receipt by the Company of a minimum
of $3,000,000 in equity.
The Loan bears interest at a fixed rate of 1%
per month. Without penalty, the Company may prepay the Loan in whole or in part.
The Loan contains customary events of default,
which entitles the Lenders holding a majority of the principal amount of the Loan to declare the unpaid principal amount of, and all accrued
and unpaid interest on, the Loan, due and payable.
Pursuant to the Agreement, the Company (a) granted
to the Collateral Agent, for the ratable benefit of the Lenders and to secure the payment and performance in full of the payment obligations
of the Company under the Agreement, security interests in, and (b) pledged and collaterally assigned to the Collateral Agent, for
the ratable benefit of the Lenders, the Company’s inventory (the “Security Interest”).
Notwithstanding the foregoing, the Security Interest
shall remain fully subordinated for all purposes to the security interests of certain existing lenders of the Company, until March 31,
2021.
The foregoing is a brief description of the Loan
and the material terms of the Agreement and is qualified in its entirety by reference to the full text of the Agreement, which is included
as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 25,
2021 which is incorporated herein by reference.