On December 14, 2023 (the "Amendment Effective Date"), Geron Corporation ("Geron" or the "Company") amended its existing term loan facility with Silicon Valley Bank and Hercules Capital Inc. as lenders (the "Lenders") and Hercules Capital Inc. as administrative agent and collateral agent for the Lenders pursuant to a Third Amendment to Loan and Security Agreement (the "Third Amendment," and the existing Loan and Security Agreement as amended, the "Amended Loan Agreement") by and among the Company, the Lenders and the Agent (Filing, 8-K, Geron, DEC 14, 2023, View Source [SID1234638614]). After giving effect to the Third Amendment, the aggregate principal amount draw down and remaining available to the Company under the Amended Loan Agreement remains at $125 million (the "Term Loan"), with such principal being available in a series of tranches, subject to certain terms and conditions. The Amended Loan Agreement also provides that (i) the fourth tranche of the Term Loan has been increased from $10,000,000 to $30,000,000, (ii) the commitment period for the fifth tranche of the Term Loan of $20 million, which is available subject to achievement of a regulatory milestone and satisfaction of certain capitalization requirements, has been extended through December 15, 2024, (iii) the variable annual interest rate on the outstanding loans has been decreased to the greater of: (x) 9.0%, or (y) the sum of (A) the Prime Rate (as reported in The Wall Street Journal) minus 4.5%, plus (B) 9.0% and (iv) the interest only period of the Term Loan has been extended through June 30, 2024, and is further extendable to December 31, 2024 upon achievement of a regulatory and financial milestone and satisfaction of certain capitalization requirements.

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In connection with the Third Amendment, on the Amendment Effective Date, the Company borrowed and received the entire fourth tranche of the Term Loan in the amount of $30,000,000. After giving effect to such borrowing, the outstanding principal amount under the Amended Loan Agreement is $80,000,000.

The foregoing description of the Third Amendment does not purport to be complete and is qualified in its entirety by reference to the complete text of the Third Amendment, a copy of which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ending December 31, 2023.