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Friday, March 6th, 2026

Credit Agreement and Guaranty: Key Terms, Definitions, and Table of Contents (2026)




Pulmonx Corporation Enters New \$60 Million Credit Facility and Issues Warrants — Key Details for Investors

Pulmonx Corporation Announces \$60 Million Credit Facility and Issuance of Warrants: What Investors Need to Know

Key Highlights

  • Pulmonx Corporation (NASDAQ: LUNG) has entered a new \$60 million credit agreement with Perceptive Credit Holdings V, LP.
  • The company issued warrants to Perceptive to purchase up to 210,000 shares of common stock at a premium price.
  • Pulmonx simultaneously terminated and repaid all outstanding indebtedness under its prior credit facility with CIBC.
  • New covenants require Pulmonx to maintain minimum liquidity and revenue thresholds.
  • These actions may significantly impact the company’s financial flexibility and capital structure, and are potentially highly price-sensitive for shareholders.

Details of the Perceptive Credit Facility

On March 2, 2026, Pulmonx Corporation announced the execution of a material definitive credit agreement with Perceptive Credit Holdings V, LP, securing up to \$60 million in debt financing. This agreement provides Pulmonx with increased liquidity, which is critical for supporting ongoing operations and potential growth initiatives.

Terms and Covenants

  • Minimum Liquidity: Pulmonx is required to maintain a minimum liquidity of at least \$4 million at all times. Failing to meet this condition could trigger a default and acceleration of debt repayment.
  • Minimum Revenue: The company must also meet specific revenue thresholds, as outlined in the credit agreement. These thresholds are designed to ensure the company’s ongoing financial health and stability.
  • Use of Proceeds: The proceeds from the loan are expected to be used for general corporate purposes, including working capital, capital expenditures, and potential strategic initiatives.
  • Events of Default: Any default on the covenants or payment terms could result in all outstanding principal and interest becoming immediately due and payable.

Issuance of Warrants to Perceptive

In conjunction with the credit agreement, Pulmonx issued Perceptive a warrant to purchase up to 210,000 shares of Pulmonx common stock at an exercise price of \$11.92 per share, representing a 25% premium to the 10-day volume-weighted average price. The issuance of these warrants is considered an unregistered sale of equity securities, relying on the exemption provided by Section 4(a)(2) of the Securities Act. These warrants could result in future dilution for shareholders, depending on Pulmonx’s future stock price and Perceptive’s exercise decisions.

The warrants and shares underlying them may not be offered or sold in the U.S. without registration or an applicable exemption, which provides some limitation on their immediate market impact.

Termination of Prior CIBC Credit Agreement

As part of this transaction, Pulmonx terminated its previous Amended and Restated Loan and Security Agreement with CIBC, repaying all outstanding indebtedness. This move streamlines the company’s debt obligations and may lower its interest burden, but also consolidates its obligations under the new Perceptive facility.

Other Material Terms

  • Security Agreement: The loan is secured by substantially all assets of Pulmonx and its subsidiaries, increasing lender protection but potentially limiting future borrowing flexibility.
  • Exhibit Filings: The company has filed the full text of the credit agreement, security agreement, and warrant form as exhibits for full transparency.
  • Emerging Growth Company Status: Pulmonx indicated it is not an emerging growth company under the SEC definition, which affects disclosure and compliance requirements.

Potential Impact on Shareholders and Share Price

  • Increased Financial Flexibility: The new credit facility provides significant liquidity, supporting Pulmonx’s operations and strategic initiatives.
  • Potential Dilution: The warrant issuance creates potential for dilution if exercised, which could impact share value depending on the timing and the trading price of the company’s common stock.
  • Covenant Constraints: The maintenance of minimum liquidity and revenue covenants introduces operational discipline but also risk, as a breach could trigger a default and accelerate repayment obligations.
  • Interest Costs: The annual interest rate is set at the Reference Rate (minimum 3.75%) plus a 7.00% margin, which may impact future earnings and cash flows.

Conclusion

This financing transaction is a significant development for Pulmonx Corporation, enhancing its liquidity position but also introducing new covenants and potential dilution risks. The strategic rationale appears focused on maintaining operational flexibility and supporting growth, but investors should closely monitor the company’s compliance with financial covenants and any future warrant exercises. These actions are material and price-sensitive, and could influence Pulmonx’s valuation in the near and medium term.


Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors should review the company’s public filings and consult their financial advisors before making any investment decisions. The writer does not hold any position in Pulmonx Corporation at the time of publication.




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