---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-24-059278"
form_type: "8-K"
ticker: null
cik: "0001715768"
company_name: "Transphorm, Inc."
filed_at: "2024-03-05T23:59:59+00:00"
generated_at: "2026-06-05T03:52:19.396246+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Transphorm enters $35M delayed draw term loan from Renesas for pre-merger working capital

## Summary
- Credit Agreement provides up to $35M delayed draw loan; tranches available through July 2025.
- Loan bears interest at Term SOFR + 5.00% p.a.; no penalty for prepayment.
- Obligations guaranteed by Transphorm Technology, Inc., secured by substantially all personal property.
- Proceeds for working capital and general corporate purposes ahead of merger with Renesas subsidiary.
- Mandatory prepayment triggered on merger termination or specified events of default.

## SEC filing metadata
- accession: 0001193125-24-059278
- form_type: 8-K
- cik: 0001715768
- company_name: Transphorm, Inc.
- filed_at: 2024-03-05T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 2.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1715768/000119312524059278/0001193125-24-059278-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1715768/000119312524059278/d809505d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-24-059278
- JSON: https://secwatch.observer/filing/0001193125-24-059278.json
- Plain text: https://secwatch.observer/filing/0001193125-24-059278.txt

## Key facts
- Debt Financings
  Transphorm, Inc. incurred term loan of $35.0 million delayed draw term loan facility with Renesas Electronics America Inc. at term SOFR for an interest period of 3 months plus 5.0% maturing the earliest to occur of (1) written demand from the Lender following the closing of the Merger, (2) if, on the date of the termination of the Merger Agreement.
  - Instrument: term loan
  - Principal: $35.0 million delayed draw term loan facility
  - Counterparty: Renesas Electronics America Inc.
  - Rate: term SOFR for an interest period of 3 months plus 5.0%
  - Maturity: the earliest to occur of (1) written demand from the Lender following the closing of the Merger, (2) if, on the date of the termination of the Merger Agreement
  - Event: incurrence
  source text: On March 1, 2024, Transphorm, Inc. (the “ Company ”) entered into a Credit and Security Agreement (the “ Credit Agreement ”), among the Company, Transphorm Technology, Inc., as guarantor (the “ Guarantor ”), and Renesas Electronics America Inc., as lender (the “ Lender ”). The Credit Agreement provides for a $35.0 million delayed draw term loan facility.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1715768/000119312524059278/0001193125-24-059278-index.htm
- Material Agreements
  Transphorm, Inc. entered into Credit Agreement with Renesas Electronics America Inc. valued at $35.0 million (effective 2024-03-01).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: Renesas Electronics America Inc.
  - Value: $35.0 million
  - Effective: 2024-03-01
  source text: On March 1, 2024, Transphorm, Inc. (the " Company ") entered into a Credit and Security Agreement (the " Credit Agreement "), among the Company, Transphorm Technology, Inc., as guarantor (the " Guarantor "), and Renesas Electronics America Inc., as lender (the " Lender ").
  evidence_url: https://www.sec.gov/Archives/edgar/data/1715768/000119312524059278/0001193125-24-059278-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.