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SEC Filings

20-F
AC IMMUNE SA filed this Form 20-F on 03/21/2019
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Convertible Note Agreement | AC Immune SA, 11 December 20185/23

to a person domiciled outside the Unites States or Switzerland. If it should be unlawful under Swiss law to make such additional payments, the applicable interest rate shall be increased to the extent that the Lender receives the full amount that it would have received had no deduction or withholding been made.

 

4.Repayment and set-off

 

4.1.Repayment

 

The Loan and, if applicable, any interest and other amounts outstanding thereunder shall become immediately due for repayment on the earlier of:

 

a)the Business Day following the occurrence an Event of Default (the “Repayment”); provided, however, that upon the occurrence of an Event of Default under Section 8.1(‎f), the Loan and any interest and other amounts outstanding thereunder shall automatically and immediately become due and payable;

 

b)the conversion in accordance with and pursuant to Section 5 (the “Conversion”); or

 

c)November 30, 2019.

 

The Borrower may not borrow again any amount which has been repaid to the Lender.

 

4.2.Set-off

 

If an Event of Default shall have occurred and be continuing, the Lender and its affiliates are hereby authorized at any time and from time to time, to the fullest extent permitted by applicable law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) at any time held and other obligations (in whatever currency) at any time owing by such Lender or its affiliates to or for the credit or the account of the Company against any and all of the obligations of the Company now or hereafter existing under this Loan Agreement or the Note to the Lender, irrespective of whether or not the Lender shall have made any demand under this Loan Agreement.

 

5.Conversion

 

5.1.Mandatory Conversion at Long Stop Date

 

Unless otherwise accelerated pursuant to Section 4.1(‎a) or limited by Section 9.1, any outstanding amounts under the Loan on the 90-day anniversary of the Closing Date (the “Long Stop Date”) shall automatically be converted into common shares of the Company (such shares, in a number to be determined as set forth below, the “Conversion Shares”).

  

The issue price (the “Conversion Price”) of such Conversion Shares shall be the USD amount calculated by dividing (i) the Outstanding Loan by (ii) USD 13.83.

 

 


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