GERMANTOWN, Md.--(BUSINESS WIRE)--Senseonics Holdings, Inc. (NYSE American: SENS), a medical technology company focused on the development and commercialization of a long-term, implantable continuous glucose monitoring (CGM) system for people with diabetes, today announced that it has entered into a new senior secured Term Loan Agreement with certain funds managed by Highbridge Capital Management, LLC (“Highbridge”), an existing stakeholder. Pursuant to the Term Loan Agreement, the Company will draw down $15.0 million from the new First Lien Secured Term Loan with a maturity date of October 24, 2021 (the “First Lien Term Loan). The First Lien Term Loan will pay interest in cash at an annual rate of 12% or, at Senseonics’ option, payment in kind at an annual rate of 13%. The Company at its option may draw the remaining $5.0 million from the First Lien Term Loan within 120 days subject to certain conditions.
“This financing immediately improves Senseonics’ liquidity and financial stability,” commented Tim Goodnow, Senseonics’ President and Chief Executive Officer. “When combined with our existing cash and cash equivalents, along with our previously announced cost-reduction measures, we believe this credit facility will provide the company with sufficient funding to fully explore strategic opportunities, as previously announced. At the same time, we believe the facility provides resources to complete our value-enhancing development activities for the Eversense XL CGM System for use up to 180-days in the U.S., including submission to seek FDA approval for commercial distribution.”
Alongside this new credit facility, Senseonics also announced that it has entered into an exchange agreement with funds managed by Highbridge providing for the exchange (the “Exchange”) of $24 million aggregate principal amount of the Company’s outstanding 5.25% Senior Convertible Notes due 2025 (the “2025 Notes”) for $15,675,000 million aggregate principal amount of newly issued Second Lien Secured Notes due January 24, 2022 (the “Second Lien Notes” and, together with the First Lien Term Loan, the “New Credit Facilities ”) and 11,026,086 shares of the Company’s common stock. In connection with the Exchange, the Company will issue warrants to the holders of the Second Lien Notes (the “Warrants”) to purchase an aggregate of 4,500,000 shares of the Company’s common stock $0.66 per share at any time through the third anniversary of their issuance. The Second Lien Notes will pay interest in cash at an annual rate of 7.5% or, at Senseonics’ option, payment in kind at an annual rate of 8.25%.
Subject to certain conditions, portions of the debt under the New Credit Facilities may be converted into shares of common stock of the Company, in certain cases at the option of Highbridge and in others at the option of the Company. In addition, the Company has the right to prepay the New Credit Facilities, subject to a prepayment premium, which under certain conditions the Company can elect to pay in common stock. As consideration for the First Lien Term Loan, the Company issued 1,500,000 shares of Common Stock to that loan’s lenders as a commitment fee.
The transaction is expected to close on or about April 24, 2020, subject to customary closing conditions. The New Credit Facilities, Warrants and the transactions described herein are further described in a Current Report on Form 8-K filed today with the Securities and Exchange Commission. The descriptions herein are qualified in their entirety by reference to the further descriptions included in the Current Report.
This announcement is neither an offer to sell nor a solicitation of an offer to buy any of these securities and shall not constitute an offer, solicitation, or sale in any jurisdiction in which such offer, solicitation, or sale is unlawful. The offer and sale of the First Lien Term Loan and the commitment fee shares and the issuance of the Second Lien Notes, common stock and the Warrants in the Exchange, as well as the shares of common stock issuable upon conversion of the New Credit Facilities and exercise of the Warrants, if any, will not be registered under the Securities Act or any state securities laws, and unless so registered, the New Credit Facilities, the Warrants and such shares may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state laws.
About Senseonics
Senseonics Holdings, Inc. is a medical technology company focused on the design, development and commercialization of transformational glucose monitoring products designed to help people with diabetes confidently live their lives with ease. Senseonics' CGM systems, Eversense® and Eversense® XL are designed to continually and accurately measure glucose levels in people with diabetes via an under-the-skin sensor, a removable and rechargeable smart transmitter, and a convenient app for real-time diabetes monitoring and management for a period of up to 90 and 180 days. Senseonics’ Eversense system requires twice daily fingerstick calibrations and can be used as a therapeutic CGM to make treatment decisions, including insulin dosing.
