NKGN · NKGen Biotech, Inc. Common Stock

NKGen Biotech executed a comprehensive financial restructuring through a $39.9 million secured convertible loan with AlpineBrook Capital, addressing immediate liquidity needs while significantly increasing lender control. The transaction refinances five existing debt instruments totaling approximately $34.6 million in principal, including notes from East West Bank and previous AlpineBrook facilities, while providing $350,000 in new cash funding for operating expenses. The terms heavily favor the lender, featuring a 12% interest rate, one-year maturity, and conversion rights at $0.08 per share, plus substantial equity compensation through 11.8 million consideration shares and a warrant covering three times the loan amount. Most significantly, AlpineBrook obtained extensive governance rights including the ability to designate up to five board directors (initially vacant), protective provisions requiring its consent for major corporate actions, and registration rights for all securities. The company pledged substantially all assets as collateral, including intellectual property and its 65% stake in NKGen Korea (subject to Korean lock-up restrictions), while amending bylaws to accommodate the new board structure. This transaction reflects the company's disclosed limited cash position and need for additional funding, providing near-term relief but at the cost of significant dilution potential and lender control over future strategic decisions.