Other Information.
−Removed: Amendment to the Credit Agreement
−Removed: On November 8, 2022, we entered into amendments (which we refer to collectively as Amendment No.
−Removed: 1) to (i) our May 10, 2022, Amended and Restated Credit and Security Agreement (Term Loan) (which we refer to as the Term Loan Credit Agreement) and (ii) our May 10, 2022, Amended and Restated Credit and Security Agreement (Revolving Loan) (which we refer to as the Revolving Loan Credit Agreement and, together with the Term Loan Credit Agreement, the Credit Agreement), in each case with us as borrower and with MidCap Financial Trust (whom we refer to as MidCap) as agent and lender, and the additional lenders from time to time party thereto.
−Removed: Amendment No.
−Removed: 1 modifies the credit facility established under the Credit Agreement (which we refer to as the Credit Facility or, as amended by Amendment No.
−Removed: 1, the Amended Credit Facility), consisting of a $52.135 million senior secured term loan (which we refer to as the Term Loan or, as amended by Amendment No.
−Removed: 1, the Amended Term Loan) and a $5.0 million working capital facility (which we refer to as the Revolver or, as amended by Amendment No.
−Removed: 1, the Amended Revolver).
−Removed: Amendment No.
−Removed: 1 gave the lenders discretion over whether to lend us, if requested, the $10.0 million in borrowing that was previously guaranteed to be available to us under the Term Loan in the first half of 2023, subject to certain covenants and conditions.
−Removed: Effective December 1, 2022, Amendment No.
−Removed: 1 modifies the Credit Facility by replacing the LIBOR-based interest rate with an interest rate based on the forward-looking one-month term Secured Overnight Financing Rate adjusted upward by 0.10% (which we refer to as Term SOFR).
−Removed: Interest on the Amended Term Loan is equal to Term SOFR plus 6.45%, with a Term SOFR floor of 1.00%.
−Removed: Interest on the Amended Revolver is equal to Term SOFR plus 3.75%, with a Term SOFR floor of 1.00%.
−Removed: Amendment No.
−Removed: 1 also increased by one percentage point the prepayment fee percentage multiplier applicable if any advance under the Amended Term Loan is prepaid at any time.
−Removed: In addition, at the end of the Amended Term Loan, the Company will pay an exit fee of 7%, an increase from the previous 5%, of the total aggregate principal amount of loans made under the Term Loan Credit Agreement (including amendments thereto).
−Removed: The Credit Agreement includes minimum net revenue requirements which are measured on a trailing twelve-month basis.
−Removed: Amendment No.
−Removed: 1 reduced these requirements for all future periods—for example, for the twelve months ending December 31, 2022, our minimum net revenue requirement was reduced from $42.5 million to $38.0 million.
−Removed: Other than the modifications described in this Item 5, the Credit Agreement continues unmodified in all other material respects.
−Removed: This summary of Amendment No.
−Removed: 1 does not purport to be complete and is subject to, and qualified in its entirety by, the full text of Amendment No.
−Removed: 1 to the Term Loan and Amendment No.
−Removed: 1 to the Revolver, which are filed as Exhibit 10.2 and Exhibit 10.4, respectively, to this Quarterly Report on Form 10-Q.
Amended and Restated Certificate of Incorporation of Alpha Teknova, Inc.
11 unchanged sentences
Amended and Restated Credit and Security Agreement (Term Loan), dated as of May 10, 2022, by and among Alpha Teknova, Inc.
−Removed: and MidCap Financial Trust, as agent and as a lender, and the additional lenders from time to time party thereto (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed with the SEC on May 11, 2022).
+Added: and MidCap Financial Trust, as agent and as a lender, and the additional lenders from time to time party thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on May 11, 2022).
Amendment No.
1, dated as of November 8, 2022, to the Amended and Restated Credit and Security Agreement (Term Loan), dated as of May 10, 2022, by and among Alpha Teknova, Inc.
−Removed: and MidCap Financial Trust, as agent and as a lender, and the additional lenders from time to time party thereto.
+Added: and MidCap Financial Trust, as agent and as a lender, and the additional lenders from time to time party thereto (incorporated by reference to Exhibit 10.2 to the Registrant’s Form 10-Q filed with the SEC on November 14, 2022).
+Added: Amendment No.
+Added: 2, dated as of March 28, 2023, to the Amended and Restated Credit and Security Agreement (Term Loan), dated as of May 10, 2022, and as amended on November 8, 2022 by and among Alpha Teknova, Inc.
+Added: and MidCap Financial Trust, as agent and as a lender, and the additional lenders from time to time party thereto (incorporated by reference to Exhibit 10.26 to the Registrant’s Form 10-K filed with the SEC on March 30, 2023).
Amended and Restated Credit and Security Agreement (Revolving Loan), dated as of May 10, 2022, by and among Alpha Teknova, Inc.
−Removed: and MidCap Financial Trust, as agent and as a lender, and the additional lenders from time to time party thereto (incorporated by reference to Exhibit 10.2 to the Registrant's Current Report on Form 8-K filed with the SEC on May 11, 2022).
+Added: and MidCap Financial Trust, as agent and as a lender, and the additional lenders from time to time party thereto (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on May 11, 2022).
Amendment No.
1, dated as of November 8, 2022, to the Amended and Restated Credit and Security Agreement (Revolving Loan), dated as of May 10, 2022, by and among Alpha Teknova, Inc.
−Removed: and MidCap Financial Trust, as agent and as a lender, and the additional lenders from time to time party thereto.
+Added: and MidCap Financial Trust, as agent and as a lender, and the additional lenders from time to time party thereto (incorporated by reference to Exhibit 10.4 to the Registrant’s Form 10-Q filed with the SEC on November 14, 2022).
+Added: Amendment No.
+Added: 2, dated as of March 28, 2023, to the Amended and Restated Credit and Security Agreement (Revolving Loan), dated as of May 10, 2022, and as amended November 8, 2022 by and among Alpha Teknova, Inc.
+Added: and MidCap Financial Trust, as agent and as a lender, and the additional lenders from time to time party thereto (incorporated by reference to Exhibit 10.29 to the Registrant’s Form 10-K filed with the SEC on March 30, 2023).
+Added: Amended Alpha Teknova, Inc.
+Added: 2021 Employee Stock Purchase Plan.
Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
15 unchanged sentences
ALPHA TEKNOVA INC.
−Removed: November 14, 2022
/s/ STEPHEN GUNSTREAM
2 unchanged sentences
(Principal Executive Officer)
−Removed: November 14, 2022
/s/ MATTHEW LOWELL
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.