zSpace, Inc. Announces Material Debt Refinancing and New Loan Agreement

Key Highlights:

• New Loan Agreement Signed: On March 19, 2026, zSpace, Inc. (“the Company”) entered into a new Loan and Security Agreement with Itria Ventures LLC (“the Lender”), refinancing all its outstanding debt with the Lender.
• Principal Amount: The new term loan totals \$1,344,500, with a 24-month term from the funding date and an interest rate of 18.99%, subject to adjustment, including a default interest rate that increases the rate by five percentage points in the event of default.
• Debt Repayment and Termination: The Company has repaid all principal, accrued interest, and fees under its two prior Loan and Security Agreements with Itria Ventures LLC, dated August 20, 2025. These previous agreements and related security interests and guarantees are now terminated.
• Covenants and Restrictions: The new agreement includes several customary negative covenants:
  • zSpace cannot incur additional indebtedness except for certain permitted indebtedness.
  • Events of default include non-payment, material adverse changes to the Company’s business, or bankruptcy.
  • Upon default, the Lender may demand immediate repayment of all outstanding principal and accrued interest.
  • Loan proceeds must be used exclusively for working capital and other business purposes; personal or consumer uses are expressly prohibited.
  • The Company is restricted from creating subsidiaries (except in permitted acquisitions), changing its line of business, merging or consolidating (except in permitted acquisitions), or selling/disposing assets outside the ordinary course of business without lender approval.
  • Maximum aggregate asset sales by zSpace or its subsidiaries must not exceed \$250,000 in any fiscal year.
  • Any change in majority equity ownership or operating control constitutes a “Change in Control” and would require lender approval.
• Guarantors: zSpace Technologies (Shanghai) Ltd. and zSpace KK are listed as guarantors for the loan.
• Additional Reporting and Restrictions:
  • The Lender has rights to receive information on zSpace’s financial condition and operations, including financial statements and bank statements, as requested.
  • zSpace is prohibited from making public statements or disclosures about the loan agreement except as required by law or SEC regulations.
  • The Company is required to comply with all federal, state, and local laws and regulations related to its business.
  • No party involved is subject to U.S. sanctions or anti-corruption enforcement.
• Signatories: The agreement was signed by Paul Kellenberger (Chief Executive Officer) and Erickson Heffler DeOliveira (Chief Financial Officer) of zSpace, Inc., as well as representatives from Itria Ventures LLC.

Potential Price-Sensitive Information:

• The refinancing of all outstanding debt and entry into a new loan agreement may improve zSpace’s liquidity position, reduce short-term financial risk, and potentially enhance its ability to invest in business expansion or operations.
• The relatively high interest rate (18.99%) and the strict negative covenants could limit zSpace’s financial flexibility and impact future earnings, particularly if an event of default occurs.
• The termination of previous loan agreements and security interests may strengthen the Company’s balance sheet and could be viewed positively by investors if the refinancing terms are advantageous.
• Restrictions on asset sales, mergers, and indebtedness may signal a more conservative financial posture, potentially limiting major corporate actions without lender approval.
• Any breach of covenants or adverse business changes could trigger default provisions, leading to immediate repayment demands and higher interest rates, which may negatively impact share value.

Other Important Details:

• zSpace, Inc. is classified as an emerging growth company and is listed on the Nasdaq Stock Market under the trading symbol ZSPC.
• No written communications, soliciting material, or pre-commencement tender offers were made in relation to this filing.
• The loan agreement and related intercreditor agreements are available as exhibits to the SEC filing.

Disclaimer: This article is for informational purposes only and does not constitute financial advice or a recommendation to buy or sell securities. Investors should review official filings and consult with their financial advisors before making investment decisions. The information provided is based on SEC filings as of March 19, 2026, and may be subject to change.

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