Item 1.01. Entry into a Material Definitive Agreement.
On December 30, 2019, STRATA Skin Sciences, Inc. (the "Company") closed on a
$7.275 million loan with Israel Discount Bank of New York ("IDBNY") pursuant to
a one year Fixed Rate -Term Promissory Note (the "Note"). The Company's
obligations under the Note are secured by an Assignment and Pledge of Time
Deposit (the "Agreement"), under which the Company has pledged the proceeds of a
time deposit account in the amount of the loan to IDBNY. The Company fully
repaid (including payment of termination and exit fees) its existing credit
facility with Midcap Financial Trust. For more information, see Item 1.02 of
this Current Report on Form 8-K.
The Note bears interest at a rate per annum equal to the interest rate on the
Time Deposit Account plus 100 basis points (1.00%).
The foregoing descriptions of the Note and the Agreement are subject to, and
qualified in their entirety by such documents attached hereto as Exhibits 10.1
and 10.2, respectively, which are incorporated herein by reference.
Item 1.02 Termination of a Material Definitive Agreement
On December 30, 2019, the Company terminated its Credit and Security Agreement,
dated as of December 30, 2015 (as amended, extended, supplemented or otherwise
modified from time to time through the date hereof, the "Credit Agreement"),
among MidCap Financial Trust, as administrative agent, and the lenders
identified therein by paying off the amounts due thereunder, including the
payment of required termination and exit fees, for an aggregate payment of $7.8
million. In connection with the payoff, all lien and security interests under
the Credit Agreement were released. The foregoing termination had no impact on
the warrants previously issued to MidCap Financial Trust.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement of the Registrant.
On December 30, 2019, the Company entered into a $7.275 million loan pursuant to
the Note. The information contained above in Item 1.01 is hereby incorporated by
reference into this Item 2.03
Item 8.01 Other Events
On January 6, 2020, the Company issued a press release announcing that it had
fully repaid its term note with Midcap Financial Trust with a new loan facility
with IDBNY and had lowered its annual interest rate by 6.14% by entering into
the new facility. A copy of the press release is filed herewith as Exhibit 99.1.
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Item 9.01 Financial Statements and Exhibits
Exhibit No Exhibit Description
10.1 Promissory Note Fixed Rate-Term Note Dated December 30, 2019 in favor
of Israel Discount Bank of New York
10.2 Assignment and Pledge of Time Deposit, dated December 30, 2019, by
Strata Skin Sciences, Inc. as Assignor, and Israel Discount Bank of New
York, as Assignee.
99.1 Press Release by the Company dated January 6, 2020.
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