ICCC Replaces Higher-Rate Loans with $2.33M MCB Financing at 6.5%

Rhea-AI Filing Summary

ImmuCell Corporation entered into a Loan Agreement and Promissory Note with Maine Community Bank for total loan proceeds of $2,327,119 at a fixed interest rate of 6.5% per annum. The proceeds were used to pay off an existing Maine Community Bank loan with an outstanding balance of $1,525,852 bearing interest at 7% and a Finance Authority of Maine loan with an outstanding balance of $768,209 bearing interest at 8%, effectively consolidating those obligations into a single loan.

The new loan is secured by a security interest in substantially all of the Company’s assets, and the lender may accelerate repayment if the Company fails to make timely payments or otherwise comply with the loan terms. The Loan Agreement and Promissory Note are filed as Exhibits 10.1 and 10.2, and a related press release is filed as Exhibit 99.1.

Positive

• $2,327,119 loan at a fixed 6.5% interest rate consolidates prior higher-rate debt
• Proceeds were used to repay an MCB loan of $1,525,852 at 7% and a FAME loan of $768,209 at 8%, simplifying obligations
• Definitive agreements (Loan Agreement and Promissory Note) are filed as Exhibits 10.1 and 10.2

Negative

• The loan is secured by a security interest in substantially all of the Company’s assets, increasing secured creditor claims
• Maine Community Bank may accelerate repayment on failure to make timely payments or comply with agreement terms
• Filing does not disclose maturity, amortization schedule, or covenants, limiting assessment of liquidity and covenant risk

Insights

Financial Analyst

TL;DR: Consolidation into a $2.33M loan at 6.5% reduces headline interest rates versus prior debt but creates a single secured obligation.

The Company replaced two higher-rate loans (7% and 8%) with a single fixed-rate borrowing of $2,327,119 at 6.5%. This should reduce ongoing interest expense on the refinanced balances compared to the prior rates stated in the filing. The transaction centralizes repayment obligations with Maine Community Bank and is evidenced by a Loan Agreement and Promissory Note filed as Exhibits 10.1 and 10.2. The analysis is limited to the terms disclosed in the filing; no additional financial statement impact or covenant detail is provided in the text.

Credit/Risk Analyst

TL;DR: The new loan is secured by substantially all assets, increasing secured exposure and giving the lender acceleration rights on default.

The filing explicitly states the loan is secured by a security interest in substantially all Company assets and that failure to make timely payments or to comply with agreement terms permits acceleration and demand for full repayment. Those provisions raise creditor-enforcement risk if liquidity pressures arise. The filing does not disclose covenants, collateral specifics, amortization schedule, or maturity, so a full risk assessment cannot be completed from the provided text alone.

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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) August 07, 2025

ImmuCell Corporation

(Exact name of registrant as specified in its charter)

DE		001-12934		01-0382980
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

56 Evergreen Drive Portland, Maine		04103
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code 207-878-2770

(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, $0.10 par value per share		ICCC		The NASDAQ Capital 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

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

On August 7, 2025, ImmuCell Corporation (the “Company”) entered into a Loan Agreement, Promissory Note, and other definitive agreements covering a loan transaction with Maine Community Bank (MCB). Proceeds from such loan transaction in the principal amount of $2,327,119, and bearing interest at a fixed rate of 6.5% per annum, were used to pay off a loan from MCB with an outstanding balance of $1,525,852 that was bearing interest at a fixed rate of 7% per annum and a loan from the Finance Authority of Maine (FAME) with an outstanding balance of $768,209 that was bearing interest at a fixed rate of 8% per annum.

The loan is secured by a security interest with respect to substantially all of the Company’s assets. The Company’s failure to make timely payments of principal and interest, or otherwise comply with the terms of its agreements with MCB, would entitle MCB to accelerate the maturity of such debt and demand repayment in full.

The foregoing descriptions of the Loan Agreement and the Promissory Note are qualified in their entirety by reference to the Loan Agreement, which is filed as Exhibit 10.1 hereto and incorporated herein by reference, and to the Promissory Note, which is filed as Exhibit 10.2 hereto and incorporated herein by reference.

Item 9.01. Exhibits.

(d) Exhibits.

10.1	Loan Agreement between the Company and Maine Community Bank dated as of August 7, 2025.
10.2	Promissory Note executed by the Company in favor of Maine Community Bank dated as of August 7, 2025.
99.1	Press Release of the Company dated August 12, 2025.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

1

SIGNATURE

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.

	IMMUCELL CORPORATION
Date: August 12, 2025	By:	/s/ Michael F. Brigham
		Michael F. Brigham
		President and Chief Executive Officer
Date: August 12, 2025	By:	/s/ Timothy C. Fiori
		Timothy C. Fiori
		Chief Financial Officer

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Exhibit Index

Exhibit No.		Description
10.1		Loan Agreement between the Company and Maine Community Bank dated as of August 7, 2025.
10.2		Promissory Note executed by the Company in favor of Maine Community Bank dated as of August 7, 2025.
99.1		Press Release of the Company dated August 12, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

3

FAQ

What did ImmuCell (ICCC) disclose in the 8-K?

ImmuCell entered a loan agreement with Maine Community Bank for $2,327,119 at a fixed 6.5% interest rate to repay prior loans of $1,525,852 (MCB at 7%) and $768,209 (FAME at 8%).

How much is the new loan and what is the interest rate?

The new loan principal is $2,327,119 with a fixed interest rate of 6.5% per annum.

Which prior loans were repaid with the proceeds?

Proceeds were used to pay off a Maine Community Bank loan with an outstanding balance of $1,525,852 at 7% and a Finance Authority of Maine loan with an outstanding balance of $768,209 at 8%.

Is the new loan secured?

Yes. The filing states the loan is secured by a security interest in substantially all of the Company’s assets.

What exhibits were filed with the 8-K?

Exhibits filed include the Loan Agreement (Exhibit 10.1), the Promissory Note (Exhibit 10.2), and a related press release (Exhibit 99.1), plus the cover page interactive data file (104).