8-K - ImmunityBio, Inc. | StockGist

AI Analysis

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ImmunityBio, Inc. entered into a Second Amendment to its Revenue Interest Purchase Agreement on March 30, 2026, securing an additional $75 million in non-dilutive financing and increasing the total committed capital to $375 million.

Key Takeaways

1The company received a $75 million payment from purchasers for additional revenue interests, increasing the total committed capital under the agreement to $375 million.

2The revenue interest payment rate to purchasers increased to a tiered range of 5.625% to 12.50% of net sales in the Covered Territory, subject to adjustment based on cumulative payments by 2029.

3The company's obligations under the agreement are guaranteed by certain subsidiaries and secured by substantially all assets of the company and guarantors.

4Simultaneously, Nant Capital, LLC converted $25 million of principal from a convertible promissory note into 4,606,596 shares of common stock, reducing the outstanding principal to $480 million.

5Proceeds from the $75 million payment will be used for general corporate purposes, including transaction expenses related to the amendment.

Current Report Details

Event Type

Material Agreement+4 More

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

above is incorporated by reference into this Item 2.03. | Item 7.01 | Regulation FD Disclosure. | |---|---| On March 31, 2026, the Company issued a press releas

Material Agreement

Source Document

2.03

| Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. | |---|---| To the extent relevant, the inf

Financing

7.01

, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwis

Regulation Fd

8.01

| Other Events. | |---|---| Also on March 30, 2026, simultaneous with the execution of the Amendment, Nant Capital, LLC, an entity affiliated with Dr. Patrick S

Other Event

$25.0M$480.0M

9.01

| Financial Statements and Exhibits. | |---|---| (d) Exhibits . Exhibit Number: 10.1* | Description of Exhibit: Second Amendment to Revenue Interest Purchase Ag

Exhibits Only

Source Document

Transaction Details

Material Agreement

Agreement: Second Amendment to Revenue Interest Purchase Agreement
Parties: ImmunityBio, Inc., the guarantors party thereto, the purchasers party thereto, Infinity SA LLC, as collateral agent and administrative agent

•Amends the Revenue Interest Purchase Agreement dated December 29, 2023
•Purchasers acquired additional revenue interests for a gross purchase price of $75.0 million
•Revenue interest payments based on net sales in Covered Territory (world excluding China, Hong Kong, and territories controlled by China)
•Tiered revenue interest rate range of 5.625% to 12.50% of net sales
•Rate adjustments based on cumulative payments reaching $375.0 million by end of 2029
•Termination when purchasers receive payments equal to 195% of cumulative purchaser payments
•Proceeds used for general corporate purposes including transaction expenses
•Obligations guaranteed by certain subsidiaries
•Security interest in substantially all assets of company and subsidiary guarantors

Debt / Financing

Instrument: Revenue Interest Purchase Agreement
Principal: 75000000
Use of Proceeds: General corporate purposes, including payment of transaction expenses incurred in connection with the Amendment and related RIPA documentation

Exhibits (3)

10.1

EX-10.1

8-K

99.1

EX-99.1