Letter Agreement for Conversion of Loan to Equity between DAM Holdings, LLC and Cancer Genetics, Inc.
This agreement is between DAM Holdings, LLC and Cancer Genetics, Inc. DAM Holdings agrees to convert $1 million of its outstanding loan to Cancer Genetics into shares of common stock at the price set by the company's initial public offering (IPO). This conversion will take effect when the IPO is completed. Any remaining loan balance, including interest and premium, will be paid according to the original credit agreement. The purpose of this agreement is to support the company's IPO process.
Exhibit 10.66
February 13, 2013
DAM Holdings, LLC
1418 N. Lakeshore Drive, Suite 29
Chicago, IL 60610
Attention: Matthew Bluhm
Re: | Credit Agreement with Cancer Genetics, Inc., as amended |
Dear Matthew:
This letter agreement will memorialize your agreement with respect to $1.0 million of the outstanding principal amount of your loan to the Company made pursuant to that certain Credit Agreement, dated as of March 23, 2011, by and between Cancer Genetics, Inc., a Delaware corporation (the Company) and you, as amended pursuant to that certain amendment dated March 9, 2012 (together, the Credit Agreement), and the promissory note (the Note) issued pursuant thereto. The promises set forth in this letter agreement are made to induce us and our underwriters to proceed with the initial public offering, which is also beneficial to you.
You hereby irrevocably agree to convert $1.0 million of the principal amount of your loan into shares of common stock of the Company effective upon the consummation of the Companys initial public offering and that, notwithstanding anything to the contrary in the Credit Agreement or the Note, the conversion price shall be equal to the initial public offering price per share. The remaining outstanding principal amount of your loan, together with accrued interest and premium, shall be paid in accordance with the Credit Agreement.
Very truly yours, |
/s/ Panna L. Sharma |
Panna L. Sharma |
President and CEO |
Agreed to and Accepted by:
DAM HOLDINGS, LLC | ||
By: | /s/ Matthew Bluhm | |
Name: | Matthew Bluhm | |
Title: | President |