| Item 1.01.Entry | into a Material Definitive Agreement. |
On May 15, 2020, BIOLASE, Inc., a Delaware corporation (the “Company”), entered into the Fifth Amendment to Credit Agreement (the “Fifth Amendment”) with SWK Funding LLC (“SWK”), in connection with that certain Credit Agreement (the “Credit Agreement”), by and among the Company, SWK, and the lender parties thereto.
The Fifth Amendment amends the Credit Agreement by providing for minimum consolidated unencumbered liquid assets of $1,500,000 prior to June 30, 2020 and $3,000,000 on or after June 30, 2020; providing for a minimum aggregate revenue target of $41,000,000 for the twelve month period ending June 30, 2020, a related waiver of such minimum revenue target in the event that the Company raises equity capital of not less than $10,000,000 on or prior to June 30, 2020, and quarterly revenue targets; and providing for a minimum EBITDA target of –($7,000,000) for the twelve month period ended June 30, 2020, a related waiver of such minimum EBIDTA target in the event that the Company raises equity capital of not less than $10,000,000 on or prior to June 30, 2020, and quarterly EBITDA targets. The Second Amendment contains representations, warranties, covenants, releases, and conditions customary for a credit agreement amendment of this type.
In connection with the Fifth Amendment, on May 15, 2020 the Company entered into the Third Consolidated, Amended and Restated Warrant (the “Warrant”), pursuant to which the Company issued additional warrants to SWK to purchase 63,779 shares of the Company’s Common Stock, par value $0.001 per share, with a warrant price per share of $0.39198, and adjusted the warrant price per share with respect to 487,198 existing warrant shares previously issued to SWK to $0.39198.
