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Note Payable and Accrued Expenses
12 Months Ended
Dec. 31, 2016
Note Payable and Accrued Expenses  
Note Payable and Accrued Expenses

5. Note Payable and Accrued Expenses

 

(a) Note Payable

 

On September 30, 2014, the Company executed a loan and security agreement with Oxford Finance LLC (“Oxford”). Under the agreement, Oxford committed to lend the Company up to an aggregate principal amount of $3 million, through December 31, 2015, in one or more advances each of which is to be evidenced by a promissory note. The Company’s obligations to Oxford are secured by the specific laboratory, manufacturing, office or computer equipment financed under the agreement. Each equipment advance includes interest at a fixed interest rate equal to the greater of 7.50% per annum and 7.27% plus the three-month U.S. Libor Rate per annum, set at the time of funding. The principal amount of each equipment advance will be repaid in 36 monthly installments commencing on the applicable amortization date, which was July 1, 2015 for any equipment advance made on or before June 30, 2015. Monthly installments payable prior to July 1, 2015 consisted of interest only and monthly installments payable on or after July 1, 2015 consist of principal and accrued interest.

 

The Company is required to pay a final payment in an amount equal to 5.7% of the aggregate advanced amount under each equipment advance at the time that the final monthly installment is due or such earlier date as specified in the loan and security agreement. The final payments will be accrued as interest expense over the term of each equipment advance using the effective interest method. The weighted average annual effective interest rate on the notes payable based on the amount advanced through December 31, 2015, including accrual of the final payment, is 11.1%. If the Company prepays all or a portion of the principal amount of any equipment advance prior to maturity, it will be required to pay Oxford a prepayment fee of between 1% and 3% of the principal amount of such equipment advance.

 

As of December 31, 2016, the Company had received approximately $0.9 million in advances under the loan and security agreement and additional advances were not available under the agreement because the draw down period had expired. Aggregate future minimum payments, reflecting payments on outstanding principal plus interest, due under the loan and security agreement as of December 31, 2016, were as follows (in thousands):

 

 

 

 

 

 

Year Ended December 31, 

    

    

 

 

2017

 

$

333

 

2018

 

 

219

 

Total minimum payments

 

 

552

 

Less amount representing interest

 

 

(80)

 

Notes payable, gross

 

 

472

 

Unamortized facility fee

 

 

(7)

 

Accrual of final payment

 

 

36

 

Notes payable, balance

 

 

501

 

Less current portion of notes payable

 

 

(292)

 

Non-current portion of notes payable

 

$

209

 

 

The loan and security agreement includes standard affirmative and restrictive covenants, but does not include any covenants to attain or maintain any financial metrics, and also includes standard events of default, including payment defaults, breaches of covenants following any applicable cure period, a material impairment in the perfection or priority of Oxford’s security interest or in the value of the collateral, a material impairment of the prospect of repayment of the loans and a material adverse change in the business, operations or conditions of the Company. Upon the occurrence of an event of default and following any applicable cure periods, a default interest rate of an additional 5% may be applied to the outstanding loan balances, and Oxford may declare all outstanding obligations immediately due and payable and take such other actions as set forth in the loan and security agreement.

 

The Company assessed all terms and features of the note that the Company issued under its loan and security agreement in order to identify any potential embedded features that would require bifurcation. As part of this analysis, the Company assessed the economic characteristics and risks of the note, including put and call features. The Company determined that all features of the note are clearly and closely associated with a debt host and do not require bifurcation as a derivative liability, or the fair value of the feature is immaterial. The Company will continue to reassess the features to determine if they require separate accounting on a quarterly basis.

 

(b) Accrued Expenses

 

At December 31, 2016 and 2015, accrued expenses consisted of the following:

 

 

 

 

 

 

 

 

 

 

 

December 31, 

 

 

    

2016

    

2015

 

 

 

(In thousands)

 

Payroll and related costs

 

$

2,498

 

$

2,325

 

Clinical and nonclinical trial expenses

 

 

3,577

 

 

1,339

 

Professional and consulting fees

 

 

840

 

 

425

 

Equipment purchase

 

 

368

 

 

 —

 

Other

 

 

111

 

 

185

 

 

 

$

7,394

 

$

4,274

 

 

 

 

The Equipment purchase relates to equipment received by the Company that was not in service and unpaid as of December 31, 2016.