CFOR 8-K
CapForce Inc. (CFOR)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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CURRENT REPORT
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Item 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.
As previously disclosed, The European Investment Bank (the “EIB”), the lender to Curetis GmbH (“Curetis”), OpGen, Inc.’s (the “Company”) wholly owned subsidiary, under that certain Finance Contract, originally dated December 12, 2016, as amended, by and between Curetis and the EIB (the “Finance Contract”), terminated that certain Standstill Agreement, by and among Curetis, as borrower, the Company and Ares Genetics GmbH, the Company’s indirect wholly owned subsidiary, as guarantors, and the EIB, as lender, on November 20, 2023. Under the Standstill Agreement, the EIB had agreed not to take any action or exercise any rights with respect to certain defaults by Curetis under the Finance Contract. Thereafter, on December 4, 2023, the Company received a notice from the EIB stating that Curetis is in default of the Finance Contract as a result of, among other things, Curetis’ failure to repay when due certain outstanding indebtedness under the Finance Contract. In its notice, the EIB stated that, as of November 16, 2023, the aggregate amount of principal, accrued interest and all other amounts owed by Curetis to the EIB under the Finance Contract was approximately 9.66 million euro and that interest will continue to accrue in accordance with the Finance Contract until all amounts owed are paid in full. Pursuant to that certain Guarantee and Indemnity Agreement, dated July 9, 2020 (the “Guaranty”), between the EIB and the Company, the EIB demanded that the Company, as guarantor, immediately repay the EIB all amounts owed to the EIB under the Finance Contract and reserved all of its other rights and remedies in connection with the Finance Contract.
The Company is currently unable to repay the amount asserted by the EIB as owed under the Finance Contract. Accordingly, if the Company is unable to negotiate a successful resolution of the alleged defaults with the EIB and the EIB enforces payment of the amounts owed under the Finance Contract and Guaranty through judicial means, it would have a material adverse effect on the Company’s liquidity, financial condition and the Company’s ability to continue to operate and could cause the Company to file for bankruptcy protection. There can be no assurances or guaranty that the Company’s efforts will result in a successful resolution of such defaults.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number |
Description |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: December 5, 2023 | OpGen, Inc. | |||||
| By: |
/s/ Albert Weber | |||||
| Name: | Albert Weber | |||||
| Title: | Chief Financial Officer | |||||