On September 22, 2023, Omega Therapeutics, Inc. (the "Company") and Pacific Western Bank (the "Bank") reported to have entered into the Fifth Amendment (the "Amendment") to the Loan and Security Agreement, dated as of March 9, 2018, and as amended on September 30, 2019, January 22, 2020, December 30, 2020 and December 20, 2021 (as amended by the Amendment, the "Loan Agreement") (Filing, 8-K, Omega Therapeutics, SEP 22, 2023, View Source [SID1234635339]). The Amendment, among other things, extends the maturity date of the Loan Agreement from September 30, 2025 until September 30, 2027, subject to further extension to September 30, 2028 upon receipt by the Company on or before December 31, 2024 of at least $50.0 million of cash proceeds from the sale of its equity securities and/or non-refundable upfront strategic partnership proceeds. The Company further agreed to pay to Bank a fee of $100,000 upon receipt of at least $50.0 million in aggregate gross proceeds from the sale of equity securities and/or BD upfront payments, above and beyond the achievement of milestones associated with the success fee under the Fourth Amendment to the Loan Agreement. Pursuant to the Amendment, the Company will at all times maintain with Bank a balance of at least $5.0 million of unrestricted cash, subject to termination upon the Company’s prepayment of outstanding loans in an aggregate amount of at least $5.0 million or if the principal balance of the loans is less than $10.0 million. The Amendment is subject to customary representations, warranties and conditions.
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The foregoing description of the Amendment is a summary and is qualified in its entirety by reference to the Amendment, a copy of which is attached as Exhibit 10.1 and which is incorporated herein by reference.