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Interim Facility
3 Months Ended
Mar. 31, 2020
Interim Facility  
Interim Facility

Note 13 – Interim Facility

On September 4, 2019, OpGen entered into the Implementation Agreement. Under the Implementation Agreement, OpGen agreed to purchase, through Crystal GmbH, all of the outstanding shares and acquire all of the related business assets of Curetis GmbH to create a combined business within OpGen. The Implementation Agreement required OpGen to enter into an interim facility with Curetis GmbH to support Curetis GmbH’s operations prior to the closing of the transaction under the Implementation Agreement.

On November 12, 2019, Crystal GmbH, OpGen’s subsidiary, as Lender, and Curetis GmbH, as Borrower, entered into the Interim Facility Agreement. The Interim Facility was amended and restated by the parties on March 18, 2020, or the Interim Facility. Under the Interim Facility, the Lender has lent to the Borrower committed capital of $4.7 million between November 18, 2019 and the closing of the transaction. The purpose of the loans was to provide capital to fund the operations of Curetis GmbH, including the discharge of current liabilities when due. Each loan under the Interim Facility bears interest at 10% per annum and is due to be repaid on the first anniversary of the loan. The Interim Facility loans are subordinated to the current and future indebtedness of the Borrower. As of March 31, 2020, Curetis GmbH had borrowed approximately $4.7 million, and OpGen had recognized approximately $109,000 of interest income under the Interim Facility including approximately $87,000 during the three months ended March 31, 2020.

On April 1, 2020, the Company completed the transaction with Curetis N.V. and acquired all of the assets and liabilities of Curetis GmbH (see Note 1). The Company will include the Interim Facility in the consideration transferred in the business combination and will account for the Interim Facility under ASC 805 as part of the opening balance sheet and purchase price allocation.