v3.26.1
Term Loan
6 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
Term Loan

9. Term Loan

On September 21, 2021, the Company entered into a Loan and Security Agreement with Silicon Valley Bank (the “Lender”), which was subsequently amended (the “Loan Agreement”), which provided for aggregate term loans of $15.0 million. In connection with the Loan Agreement, the Company also issued common stock warrants to the Lender (refer to Note 7, Stockholders’ Equity (Deficit)).

On November 22, 2024, the Company and the Lender executed an amendment to the Loan Agreement under which the Lender extended the term loan amortization date to April 1, 2025 and added two interest-only extension events that could further extend the term loan amortization date. The amendment also required the Company to maintain the lesser of $60.0 million or 50% of the Company’s consolidated cash within the Company’s primary operating account with the Lender. The amendment was accounted for as a debt modification, rather than an extinguishment, as the difference in the present value of the cash flows under the terms of the original debt agreement and the terms immediately after the amendment was less than 10%. As a result, issuance costs paid to the Lender in connection with the amendment, which were not significant, were recorded as a reduction of the carrying amount of the debt liability. Unamortized issuance costs as of the date of the modification are amortized to interest expense using the effective interest method through the loan maturity date.

Term loan balances, including final payments, are summarized as follows (in thousands):

 

 

 

June 30,

 

 

December 31,

 

 

2026

 

 

2025

 

Total term loan principal

 

$

5,000

 

 

$

12,500

 

Final payments

 

 

726

 

 

 

647

 

Unamortized debt discount and issuance costs

 

 

(16

)

 

 

(70

)

Term loan, net of discount

 

$

5,710

 

 

$

13,077

 

 

The term loan matures on October 1, 2026. After triggering an interest-only extension upon the issuance of the Series E Preferred Stock in January 2025, which extended the interest-only period on the term loan, the Company began paying principal in 12 equal monthly payments of approximately $1.3 million each on November 1, 2025. The term loan bears interest at a floating rate equal to the greater of (i) 6.75% and (ii) the prime rate plus a margin; provided that the interest rate will not exceed 6.75%. The term loan calls for an additional final payment equal to 4.5% of the aggregate principal amount borrowed, as well as a fee of approximately $0.1 million, due upon (a) the term loan maturity date, (b) the repayment of the term loan in full, (c) as required pursuant to permitted prepayment or mandatory prepayment upon an acceleration, or (d) the termination of the Loan Agreement. The Company may, at its option, prepay the term loan in full or in part at any time prior to maturity, subject to a prepayment fee ranging between 0% and 3% of the outstanding principal amount of the term loan. The prepayment fee would also be due and payable in the event of an acceleration of the principal amount of the loan due to an event of default. The Loan Agreement contains affirmative covenants and certain restrictive covenants. The Company was in compliance with all financial and nonfinancial covenants as of June 30, 2026.

In addition, the Company is accreting the final payments over the term of the Loan Agreement as interest expense using the effective interest method. As of June 30, 2026 and December 31, 2025, the Company accreted a cumulative final payment of $0.7 million and $0.6 million, respectively, which is presented within term loan, net of discount on its condensed consolidated balance sheets.

For the six months ended June 30, 2026 and 2025, the effective interest rate of the term loan was 8.8% and 8.9%, respectively.

The term loan includes an embedded derivative related to the payment of interest upon an event of default. The Company determined the estimated fair value of the embedded derivative was not material to the condensed consolidated financial statements. Additionally, the term loan includes contingent payment features which also represent an embedded derivative which requires bifurcation from the debt host. As of June 30, 2026 and December 31, 2025, the Company determined the estimated fair value of the contingent payment features embedded derivative was not material to the condensed consolidated financial statements. The Company will reassess the probability of these contingent payment events and the estimated fair value of the related embedded derivatives at

each reporting period and revise the estimated fair value of the derivative in the Company’s condensed consolidated financial statements.