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Annexon (Nasdaq: ANNX) obtains up to $200M credit facility from Oxford

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(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Annexon, Inc. entered into a Loan and Security Agreement with Oxford Finance LLC and other lenders providing term loans in an aggregate principal amount of up to $200.0 million. An initial tranche of $50.0 million was funded at closing, with three additional tranches of up to $100.0 million tied to specified milestones and conditions, and a further uncommitted tranche of up to $50.0 million available upon mutual agreement or lender approval. Proceeds may be used for working capital and general business requirements, including advancing the vonaprument and tanruprubart registrational programs.

The loans bear interest at a floating rate equal to the greater of 1-Month CME Term SOFR plus 4.6% or 7.60%. Maturity falls on July 1, 2031 or June 1, 2032, depending on achievement of milestones. Annexon will make interest-only monthly payments until September 1, 2029, potentially extendable to September 1, 2030 or September 1, 2031, after which principal and interest are payable. The loans may be prepaid subject to customary fees, include a final payment fee, and are secured by a security interest in substantially all of Annexon’s assets, with customary covenants and events of default that could accelerate repayment obligations.

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Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Total facility size $200.0 million Aggregate principal amount of term loans available under the Loan and Security Agreement
Initial tranche funded $50.0 million Initial term loan tranche drawn by Annexon on the July 30, 2026 Effective Date
Additional committed tranches $100.0 million Three additional tranches available upon achievement of specified milestones and conditions
Uncommitted tranche $50.0 million Additional tranche available upon mutual agreement of Annexon and the lenders or lender approval
Interest rate floor 7.60% Minimum per annum interest rate; greater of 1-Month CME Term SOFR plus 4.6% or this rate
Interest-only period end September 1, 2029 End of initial interest-only payment period, extendable to September 1, 2030 or 2031 based on milestones
Maturity dates July 1, 2031 / June 1, 2032 Loan maturity date range depending on achievement of specified milestones
term loans financial
"The Agreement provides for term loans in an aggregate principal amount"
Term loans are long-term bank or lender loans with a set repayment schedule and fixed end date, similar to a mortgage or car loan for a business. They matter to investors because they create predictable interest payments and principal obligations that affect a company’s cash flow, credit risk and capacity to fund growth or return money to shareholders; heavier or expensive term loans can raise default risk and reduce future flexibility.
1-Month CME Term SOFR financial
"interest at a floating per annum rate equal to the greater of the 1-Month CME Term SOFR plus 4.6%"
final payment fee financial
"including a final payment fee upon repayment of the term loans"
events of default financial
"The Agreement also includes events of default, which, if triggered, could result in the acceleration"
Events of default are specific breaches or failures listed in a loan, bond, or credit agreement that give lenders the right to act, such as demanding immediate repayment, raising interest rates, or taking secured assets. They matter to investors because triggering one is like setting off a financial alarm: it raises the chance of foreclosure, restructuring, or bankruptcy and can sharply reduce the value of a company’s stock or bonds and increase borrowing costs.
registrational programs medical
"milestones related to its vonaprument and tanruprubart registrational programs"
A registrational program is a planned set of clinical trials and supporting studies designed specifically to provide the safety and effectiveness data regulators require to decide on marketing approval for a medical product. Think of it as the formal blueprint and evidence package companies build to gain a license to sell a drug or medical device; its progress and outcomes matter to investors because they determine if and when a product can reach the market and generate revenue.
non-dilutive capital financial
"Access to this non-dilutive capital further diversifies our capital structure"
Funding that does not require a company to issue new shares or reduce existing owners’ percentage of ownership, such as grants, certain loans, licensing deals, or customer prepayments. It matters to investors because it preserves each shareholder’s stake and per-share value—like getting a loan or a gift instead of selling part of the company—while still carrying obligations (repayment, milestones, or restrictions) that can affect future cash flow and growth.

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FAQ

What financing did Annexon (ANNX) obtain from Oxford Finance?

Annexon entered a Loan and Security Agreement providing term loans of up to $200.0 million. The structure includes an initial $50.0 million draw, further milestone-based tranches, and one uncommitted tranche, giving the company access to additional capital as specific conditions are met.

How is the up to $200 million Annexon (ANNX) credit facility structured?

The facility totals up to $200.0 million, with $50.0 million funded at closing, up to $100.0 million in three additional milestone-based tranches, and up to $50.0 million in an uncommitted tranche available upon mutual agreement or lender approval.

What interest rate applies to Annexon’s (ANNX) new term loans?

The term loans bear a floating interest rate equal to the greater of 1-Month CME Term SOFR plus 4.6% or 7.60%. This floor ensures a minimum borrowing cost regardless of short-term rate movements over the life of the facility.

When do Annexon’s (ANNX) Oxford term loans mature and how are payments structured?

The loans mature on July 1, 2031 or June 1, 2032, depending on milestone achievements. Annexon will make interest-only payments until at least September 1, 2029, after which both principal and interest are due, with possible extensions of the interest-only period.

What will Annexon (ANNX) use the Oxford Finance credit facility for?

Annexon may use loan proceeds for working capital and general business requirements. Management highlights support for advancing and potentially commercializing its vonaprument and tanruprubart programs, which are progressing toward registration.

Are there covenants or security backing Annexon’s (ANNX) new debt?

Yes. The Agreement includes financial covenants that may require certain liquidity or minimum revenue levels upon specified events, plus customary representations and events of default. Oxford, as collateral agent, holds a security interest in substantially all of Annexon’s assets.
false 0001528115 0001528115 2026-07-30 2026-07-30
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 30, 2026

 

 

ANNEXON, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-39402   27-5414423

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

1400 Sierra Point Parkway, Bldg C, Suite 200

Brisbane, California 94005

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (650) 822-5500

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.001 per share   ANNX   The Nasdaq Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Item 1.01.

Entry into a Material Definitive Agreement.

On July 30, 2026 (the “Effective Date”), Annexon, Inc. (the “Company”) entered into a Loan and Security Agreement (the “Agreement”) with Oxford Finance LLC, as collateral agent (in such capacity, the “Collateral Agent”), and certain lenders from time to time party thereto (collectively, the “Lenders”). The Agreement provides for term loans in an aggregate principal amount of up to $200.0 million.

Under the terms of the Agreement, the Lenders have agreed to make term loans to the Company in multiple tranches, subject to certain conditions. The initial tranche of $50.0 million was funded on the Effective Date, with three additional tranches in an aggregate principal amount of up to $100.0 million available upon the achievement of specified milestones and conditions and one additional uncommitted tranche in an aggregate principal amount of up to $50.0 million available upon the mutual agreement of the Company and the Lenders. The proceeds of the term loans may be used by the Company for working capital and to fund its general business requirements.

The term loans bear interest at a floating per annum rate equal to the greater of (i) the 1-Month CME Term SOFR plus 4.6% and (ii) 7.60%. The term loans mature on July 1, 2031, or June 1, 2032, depending on the achievement of certain milestones. The Company is required to make monthly payments of interest only until September 1, 2029, which can be extended to September 1, 2030 or September 1, 2031, depending on the achievement of certain milestones, after which monthly payments of both principal and interest will be due. The term loans may be prepaid, in whole or in part, at the option of the Company, subject to customary prepayment fees. The Company is also obligated to pay other customary fees for a loan facility of this size and type, including a final payment fee upon repayment of the term loans (whether at maturity, upon acceleration or by prepayment or otherwise).

The Agreement includes customary representations, warranties, and covenants, including financial covenants whereby upon the occurrence of certain events, the Company is required to maintain certain liquidity levels and/or minimum revenue levels, as applicable. The Agreement also includes events of default, which, if triggered, could result in the acceleration of the Company’s repayment obligations.

The Company granted the Collateral Agent a security interest in substantially all of its assets to secure its obligations under the Agreement.

The foregoing description of the Agreement is a summary, and is qualified in its entirety by reference to such document, which is filed herewith as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated herein by reference.

 

Item 2.03.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

 

Item 8.01.

Other Events.

On July 30, 2026, the Company issued a press release announcing that it had entered into the Agreement. A copy of the press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
No.
  

Description

 10.1*#    Loan and Security Agreement by and among Annexon, Inc. and Oxford Finance LLC, as collateral agent, and certain lenders parties thereto, dated July 30, 2026.
 99.1    Press release, dated July 30, 2026.
104.1    Cover Page Interactive Data File, formatted in inline XBRL.

 

*

Certain of the exhibits and schedules to this exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Company agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request.

#

Certain portions of this exhibit (indicated by “[**]”) have been omitted in accordance with Regulation S-K Item 601(b)(10)(iv) because the omitted information is not material and is the type of information that the registrant customarily and actually treats as private or confidential. The Company agrees to furnish an unredacted copy of the exhibit to the SEC upon its request.


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 hereunto duly authorized.

 

Dated: July 30, 2026     Annexon, Inc.
    By:  

/s/ Jennifer Lew

      Jennifer Lew
      Executive Vice President and Chief Financial Officer

Exhibit 99.1

 

LOGO

Annexon Secures Strategic Credit Facility for up to $200 Million from Oxford Finance

Expands Financial Capacity as Vonaprument and Tanruprubart Programs Advance Toward Registration

BRISBANE, Calif., July 30, 2026 – Annexon, Inc. (Nasdaq: ANNX), a biopharmaceutical company advancing the next generation platform of targeted immunotherapies for multiple neuroinflammatory diseases that impact nearly 10 million people worldwide, today announced that it has entered into a strategic credit facility agreement with Oxford Finance LLC (“Oxford Finance”) for up to $200 million.

“This strategic facility enhances our financial and operational capabilities as we prepare for the potential global commercialization of vonaprument and tanruprubart, which combined have the potential to reach millions of patients worldwide,” said Douglas Love, president and chief executive officer of Annexon. “Access to this non-dilutive capital further diversifies our capital structure, strengthens our balance sheet, and accelerates our near and long-term growth strategy.”

Kirk Andrews, Managing Director of Oxford Finance added, “Annexon is advancing a differentiated approach to complement-driven neuroinflammatory disease with two programs approaching registration. We are pleased to provide a milestone-based financing facility that reflects our confidence in Annexon’s strategy, execution, and ability to advance vonaprument and tanruprubart through key value-driving milestones in support of patients globally.”

Under the terms of the agreement, Annexon drew an initial $50 million at closing. An additional $100 million will become available upon the company’s achievement of certain milestones related to its vonaprument and tanruprubart registrational programs, with the remaining $50 million available subject to lender approval.

About Annexon

Annexon Biosciences (Nasdaq: ANNX) is advancing the next generation platform of targeted immunotherapies for nearly 10 million people worldwide living with serious neuroinflammatory diseases. Our founding scientific approach focuses on C1q, the initiating molecule of a potent inflammatory pathway that when misdirected can lead to tissue damage and loss of function in a host of diseases. Our targeted therapies are designed to stop classical complement-driven neuroinflammation at its source to provide meaningful functional benefit and alter the course of disease. Annexon’s mission is to deliver game-changing therapies to patients so that they can live their best lives. To learn more visit annexonbio.com.

About Oxford Finance

Oxford Finance LLC is a specialty finance firm providing senior secured loans to public and private companies operating in a variety of industries worldwide. For over 20 years, Oxford has delivered flexible financing solutions to over 750 companies, allowing borrowers to maximize their equity by leveraging their assets. Since 2002, Oxford has originated more than $18 billion in loans. Oxford is headquartered in Alexandria, Virginia, with additional offices serving the greater San Diego, San Francisco, Atlanta and New York City metropolitan areas. For more information, visit www.oxfordfinance.com.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In some cases, you can identify forward-looking statements by terminology such as “aim,” “anticipate,” “assume,” “believe,” “contemplate,” “continue,” “could,” “design,” “due,” “estimate,” “expect,” “goal,” “intend,” “may,” “objective,” “plan,” “positioned,” “potential,” “predict,” “seek,” “should,” “target,” “will,” “would” and other similar expressions that are predictions of or indicate future events and future trends, or the negative of these terms or other comparable terminology. All statements other than statements of historical facts contained in this press release are forward-looking statements. These forward-looking statements include but are not limited to the potential for the company to draw up to an additional $150 million under the credit facility; and continuing advancement of the company’s portfolio and the potential global commercialization of vonaprument and tanruprubart. Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties that could cause actual results and events to differ materially from those anticipated, including, but not limited to, risks and uncertainties related to: the company’s history of net operating losses; the company’s ability to obtain necessary capital to fund its clinical programs; the potential for delays in the company’s clinical trials; the potential for the company’s product candidates to not receive regulatory approval, including if the FDA and comparable foreign regulatory authorities determine that the company’s submission package is not sufficient or require the company to provide additional data in patients that are not feasible to obtain; the early stages of clinical development of the company’s product candidates; the effects of public health crises on the company’s clinical programs and business operations; the company’s ability to obtain regulatory approval of and successfully commercialize its product candidates; any undesirable side effects or other properties of the company’s product candidates; the company’s reliance on third-party suppliers and manufacturers; the outcomes of any future collaboration agreements; and the company’s ability to adequately maintain intellectual property rights for its product candidates. These and other risks are described in greater detail under the section titled “Risk Factors” contained in the company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q and the company’s other filings with the Securities and Exchange Commission. Any forward-looking statements that the company makes in this press release are made pursuant to the Private Securities Litigation Reform Act of 1995, as amended, and speak only as of the date of this press release. Except as required by law, the company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.


Investor Contact:

Joyce Allaire

LifeSci Advisors

jallaire@lifesciadvisors.com

Media Contact:

Beth Keshishian

917-912-7195

beth@bethkeshishian.com

Filing Exhibits & Attachments

5 documents