Codexis, Inc. filed a Form 8-K on November 10, 2026, reporting that on November 5, 2026, the company entered into a new Loan and Security Agreement with Trinity Capital Inc. as agent, funded an initial $42.5 million term loan, and simultaneously repaid and terminated its prior credit facility with Innovatus Life Sciences Lending Fund I, LP.

Key Highlights

  • New credit facility: Codexis and its subsidiary Codexis Mayflower Holdings, LLC entered into a Loan and Security Agreement providing up to $60.0 million in term loans across three tranches.
  • Tranche A funded at close: A $42.5 million term loan was funded on November 5, 2026; a $7.5 million Tranche B is available through December 15, 2027, and a $10.0 million Tranche C is subject to lender approval.
  • Interest rate: Loans bear interest at the greater of 10.50% or the lesser of The Wall Street Journal prime rate and 8.00%, plus 3.75%, per annum.
  • Maturity and interest-only period: Monthly interest-only payments are required through November 1, 2030, with principal and interest amortization through the maturity date of November 1, 2031, unless the interest-only period extends to maturity.
  • Lender warrants issued: The company issued warrants to purchase up to 1,666,668 shares of common stock at $1.08 per share, with 1,180,556 shares vested upon funding of the Tranche A Loan; warrants expire November 5, 2036.
  • Prior facility repaid: The company paid approximately $43.6 million to fully satisfy and terminate the Innovatus Loan Agreement, covering principal, accrued interest, prepayment fee, final payment fee, and other fees and expenses.
  • Collateral: Borrower obligations are secured by substantially all assets, including intellectual property, subject to customary exceptions.

Codexis Refinances Debt with Trinity Capital on November 5, 2026

According to the filing, Codexis, Inc. (NASDAQ:CDXS) and its wholly owned subsidiary, Codexis Mayflower Holdings, LLC, together as borrowers, entered into a Loan and Security Agreement with Trinity Capital Inc. as administrative agent and collateral agent on November 5, 2026. The facility makes available up to $60.0 million in aggregate principal through three tranches. The $42.5 million Tranche A Loan was funded at closing. The $7.5 million Tranche B Loan is available at the borrowers' request through December 15, 2027, subject to customary conditions and to the ratio of outstanding principal to the company's market capitalization, as defined in the agreement, not exceeding 20%. The $10.0 million Tranche C Loan requires approval by the lenders in their sole discretion.

The filing states that the loans bear a variable interest rate equal to the greater of 10.50% or the sum of the lesser of The Wall Street Journal prime rate and 8.00%, plus 3.75%. Borrowers make interest-only payments through November 1, 2030, after which equal monthly principal and interest installments apply through the November 1, 2031 maturity date. If no event of default or potential event of default has occurred by the end of the interest-only period, that period extends to the maturity date. An end-of-term payment equal to 5.00% of the original principal amount funded is due at maturity or upon earlier prepayment or acceleration, the filing disclosed. Prepayment premiums step down from 3.00% in the first year, to 2.00% in the second year, and 1.00% thereafter.

The filing also disclosed that the company issued warrants to lenders to purchase up to 1,666,668 shares of common stock at an exercise price of $1.08 per share, with 1,180,556 shares vesting upon the Tranche A funding. The warrants expire November 5, 2036 and may be exercised on a cashless basis. The company stated the warrants were issued in reliance on the exemption from registration under Section 4(a)(2) of the Securities Act of 1933 and/or Rule 506 of Regulation D. Separately, the company reported paying approximately $43.6 million to terminate the prior Innovatus Loan Agreement, with all liens released upon receipt of that amount. Warrants previously issued to Innovatus remain outstanding in accordance with their terms, the filing noted.

What Was Disclosed

Codexis disclosed entry into a new $60.0 million term loan facility with Trinity Capital Inc. on November 5, 2026, the concurrent repayment and termination of the prior Innovatus credit facility for approximately $43.6 million, and the issuance of lender warrants for up to 1,666,668 common shares at $1.08 per share.