Outlook Therapeutics, Inc. (OTLK): debt financing — Outlook Therapeutics enters $33.1M convertible note with Avondale Capital to refinance Streeterville debt

Outlook Therapeutics, Inc.

Issued $33.1M unsecured convertible note to Avondale Capital; proceeds primarily used to repay $32.37M Streeterville note.
Note bears interest at prime+3% (floor 9.5%), matures July 1, 2026; conversion price $2.26 per share.
Avondale may convert starting 6 months after issuance or when registration effective; Company can convert if stock ≥$3 for 30 days.
Quarterly debt reduction of at least $3M required; prepayments incur 7.5% exit fee.
Director Lawrence Kenyon reclassified from Class II to Class III to rebalance board classes effective Jan 30, 2025.

item 1.01 item 2.03 item 3.02 item 5.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Outlook Therapeutics, Inc. incurred convertible notes of face amount of $33,100,000 with Avondale Capital, LLC at prime rate (as published in the Wall Street Journal) plus 3% (subject to a floor maturing July 1, 2026.

Instrument: convertible notes
Principal: face amount of $33,100,000
Counterparty: Avondale Capital, LLC
Rate: prime rate (as published in the Wall Street Journal) plus 3% (subject to a floor
Maturity: July 1, 2026
Event: incurrence

Exact text from the filing

On January 31, 2025, Outlook Therapeutics, Inc. (the “Company”) entered into a Securities Purchase Agreement (“SPA”) with Avondale Capital, LLC, a Utah limited liability company (the “Lender”), pursuant to which, the Company agreed to issue to the Lender an unsecured convertible promissory note with a face amount of $33,100,000 (the “Note”).

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Outlook Therapeutics, Inc. filing history →

Source: SEC EDGAR

accession 0001104659-25-008146

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