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Note 8 - Notes and Loans Payable (Details) - Loan Agreements (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2014
Dec. 31, 2013
Loan Agreements [Abstract]    
Senior secured term loan (1) $ 4,442 [1] $ 4,442 [1]
Loan payable (3)    [2] 50 [2]
Note payable (4) (5) 558 [3],[4] 376 [3],[4]
Short term loan (2) (6) 178 [5],[6] 37 [5],[6]
Total notes and loans payable 5,178 4,905
Notes and loans payable, current portion 1,899 1,546
Notes and loans payable, long-term $ 3,279 $ 3,359
[1] In connection with the Merger, the Company assumed a senior secured term loan from MidCap Financial ("MidCap"). In August 2013, the Company and MidCap entered into a Third Amendment and Consent to Loan and Security Agreement between the Company, its subsidiaries, and MidCap ("Third Amendment"). The Third Amendment restructured the Company's loan in connection with the completed Merger. In addition to providing MidCap's consent to the Merger, the amendment fixed the outstanding principal balance of the initial borrowing ("Tranche 1") of the loan at $4,442. Principal repayments on the Tranche 1 amount was set to commence on December 1, 2013 and was later amended under the Fourth Amendment to commence on May 1, 2014. Principal repayments will be due in approximately equal monthly installments commencing on the first repayment date. The scheduled maturity date of the loan is August 1, 2016. The Third Amendment also provides availability for a second borrowing ("Tranche 2") of $1,000, which will be available for drawing by the Company through August 1, 2014, at the Company's discretion, upon meeting certain conditions, most importantly the raising of net cash proceeds of at least $17,500 through one or more qualifying transactions, as defined in the amendment. Repayment of the Tranche 2 amount will be in approximately equal monthly payments, ending on the maturity date of the Tranche 1 loan. Interest on the Tranche 1 and Tranche 2 loans will accrue at the rate of 11.5% per annum and will be paid monthly in arrears. As part of the Third Amendment, in consideration for the restructuring of the loan, subsequent to the closing of the Merger, the Company granted to MidCap five-year warrants to purchase 101,531 shares of the Company's common stock at $3.50 per share having a grant date fair value of approximately $300. Warrants to purchase additional shares of the Company's common stock will be issuable if the Tranche 2 amount is drawn. The number of shares and the exercise price of the additional warrants will be based on the market price of the Company's stock at the time of the drawing. In March 2014, in connection with the issuance of the Preferred C Stock and the March 2014 Warrants (refer to Note 9), the Company signed a Fourth Amendment to the Loan and Security Agreement (the "Fourth Amendment"). This amendment fixed the amortization schedule for the Tranche 1. According to the new schedule, principal payments of approximately $135 each are to resume monthly as of May 1, 2014. In addition, the parties agreed to waive defaults that had occurred since the consummation of the Merger. The overall accounting impact of the Fourth Amendment was not material. On May 1, 2014, the Company repaid principal, as per the new schedule.
[2] In May 2013, the Company entered into a loan agreement to borrow $50. The debt carried a fixed rate of interest of 10%, payable together with the principal amount on June 30, 2013. In connection with the debt issuance, the Company granted to the investor an option to invest up to $500 in the Company and purchase such number of shares of the Company of the most preferential class at a price per share reflecting a 10% discount off the lowest price per share at the last round of investment immediately prior to the exercise of the option. The Company expensed $50 to interest expense related to this option during the second quarter of 2013. The loan as well as the then accrued interest was repaid in March 2014.
[3] In March 2012, the Company acquired from MabLife, through an assignment agreement, all rights, titles and interests in and to the patent rights, technology and deliverables related to the anti-Ferritin mAb, AMB8LK, including its nucleotide and protein sequences, its ability to recognize human acid and basic ferritins, or a part of its ability to recognize human acid and basic ferritins. The consideration was as follows: (i) $600 payable in six annual installments (one of such installments being an upfront payment made upon execution of the agreement) with agreement date fair value of $376 and an interest rate of 12%; and (ii) royalties of 0.6% of net sales of any product containing AMB8LK or the manufacture, use, sale, offering or importation of which would infringe on the patent rights with respect to AMB8LK. Immune is required to assign the foregoing rights back to MabLife. If Immune fails to make any of the required payments, is declared insolvent or bankrupt or terminates the agreement. In February 2014, the parties revised the payment arrangement for the purchase of the original assignment rights. Future payments are due in the following amounts: $20 to be paid in February 2014, $35 in April 2014, $80 in May 2014, $33 in June 2014, $34 in August 2014, $25 on each of the following anniversaries from February 2015 through February 2018, $100 on each of the following three anniversaries from April 2015 through April 2017 and $35 in February 2019. The overall impact of the amendment was not material. $60 was repaid upon execution of agreement in April 2012, $20 in February 2014 and $35 in April 2014. Total discount amortization of $11 and $12, $169 was recorded in the statement of operations during the periods ended March 31, 2014, 2013 and the cumulative period from Inception through March 31, 2014, respectively. period ended March 31, 2014 and December 31, 2013, respectively.
[4] In February 2014, the Company acquired from MabLife, through an irrevocable, exclusive, assignment of all rights, titles and interests in and to the secondarypatent rights related to the use of anti-ferritin monoclonal antibodies in the treatment of some cancers, Nucleotide and protein sequences of an antibodydirected against an epitope common to human acidic and basic ferritins, monoclonal antibodies or antibody-like molecules comprising these sequences. As a full consideration for the secondary patent rights, the Company shall pay a total of $150, of which $25 will be paid on the first through fourth anniversary ofthe agreement and an additional $35 on the fifth anniversary of the agreement. The agreement date fair value was $112. During the three month period endedMarch 31, 2014, discount amortization of $1 was recorded in the statement of operations.
[5] In July 2013, the Company received a line of credit from one of its banks, according to which, it could borrow an amount up to approximately $37. The agreement was extended in December 2013 and was fully repaid in April 2014. The loan bears interest at 6.1% per annum, which is payable on the repayment date of the loan. Borrowings under the loan are personally guaranteed by Dr. Daniel Teper, the Company's Chief Executive Officer ("CEO").
[6] In February 2014, the Company assumed a short term loan in the total amount of $156, bearing an interest of 7.1%. This loan is to be settled in 10 monthly equal payments of $16 that had commenced in March 2014. During the three month period ended March 31, 2014, interest of $4 was recorded in the statement of operations.