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Item 1.01
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Entry into a Material Definitive Agreement.
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On December 31, 2020, NantHealth, Inc. (the “Company”) entered into an Amended and Restated Promissory Note (the “Note”) with Nant Capital, LLC (the “Holder”) which amends the original promissory note dated August 8, 2018 with the Holder to:
•Increase the principal up to $125,000,000;
•Extend the date upon which the Holder shall make advances to the Company until December 31, 2022;
•Reduce the interest rate per annum to 5.50%;
•Extend the maturity date to December 31, 2023; and
•Create an option for the securitization of the debt under the Note upon full repayment of the Company’s Senior Debt (as defined in the Note).
On December, 31, 2020, the Company also entered into Amendment No. 3 (the “Amendment”) to the Second Amended and Restated NantOmics Exclusive Reseller Agreement with NantOmics, LLC effective as of June 19, 2015, as amended (the “Agreement”). Pursuant to the Amendment the parties agreed:
•that the Agreement shall automatically renew at the end of the Initial Term (as defined in the Agreement) for the Non-Exclusive Renewal Term (as defined in the Agreement); and
•that the Annual Minimum (as defined in the Agreement) is waived for the 2020 calendar year and shall not apply during the Non-Exclusive Renewal Term.
The foregoing descriptions of the Note and the Amendment do not purport to be complete and are qualified in their entirety by reference to the full text of the Note and the Amendment, respectively, copies of which are attached hereto as Exhibit 10.1 and Exhibit 10.2, respectively, and are incorporated herein by reference.