bsEva SA (NASDAQ:OBSV, SIX: OBSN))))), a biopharmaceutical company developing and commercializing novel therapies for women’s health, announced today that it has entered into a waiver and amendment agreement (Amendment Agreement) with respect to its amended and restated securities purchase agreement (Securities Purchase Agreement) with certain funds and accounts managed by JGB Management, Inc. (JGB), which is structured to provide up to $135 million in borrowing capacity, available in nine tranches.
The third tranche under the Securities Purchase Agreement was due to be funded on May 25, 2022. However, the tranche has not been funded as a result of ObsEva not meeting the funding condition that its volume-weighted average share price would not trade below $3.00 per share for five or more trading days during the 30 days prior to the funding date for the third tranche. Pursuant to the Amendment Agreement, JGB has agreed to waive its right to terminate its obligation to fund future tranches under the Securities Purchase Agreement, which JGB would be entitled to as a result of the failure to meet the share price funding condition for the third tranche. In exchange, ObsEva has agreed to further restrictions on the existing account control agreement in favor of JGB, which secures the Securities Purchase Agreement. JGB also retains the right, at its sole option, to fund the third tranche at any time prior to the fourth tranche funding date, which is August 23, 2022. Except as noted, the terms of the Securities Purchase Agreement and ancillary agreements, including with respect to future tranches, remained unchanged. Further information with respect to the amendment to the convertible note financing agreement will be provided in a Form 6-K filed by ObsEva with the Securities and Exchange Commission on May 27, 2022.
