CytoSorbents Corporation announced on June 28, 2024 (the closing Date), the company, along with CytoSorbents Medical Inc. (CytoSorbents Medical and, together with the Company, the Borrower), entered into a Loan and Security Agreement (as amended, supplemented, restated or otherwise modified as of the date hereof and from time to time, the Loan and Security Agreement) with Avenue Venture Opportunities Fund, L.P. (Avenue), Avenue Venture Opportunities Fund II, L.P. (Avenue 2 and, together with Avenue, the Lenders), and Avenue Capital Management II, L.P. (the Administrative and Collateral Agent). Under the Loan and Security Agreement, the Lenders have agreed to loan to the Borrower up to an aggregate of $20 million, to be disbursed in two tranches: (1) one tranche of $15 million (Growth Capital Loan Tranche 1) on the Closing Date, with $4.5 million funded by Avenue and $10.5 million funded by Avenue 2, of which $10 million is available to the Borrower on the Closing Date and $5,000,000 constitutes restricted cash subject to release to the Borrower prior to March 31, 2025, provided certain conditions are met and (2) a second tranche of up to $5 million, which may be disbursed at the Borrower?s request between July 1, 2025 and December 31, 2025, provided certain conditions are met (Growth Capital Loan Tranche 2 and together with Growth Capital Loan Tranche 1, the Growth Capital Loans or the Commitment). The proceeds from the Commitment will be used for working capital purposes and to fund general business requirements in accordance with the terms of the Loan and Security Agreement.

Each Growth Capital Loan shall bear interest at a variable rate per annum equal to the greater of (A) the Prime Rate (as defined in the Loan and Security Agreement) plus five percent (5.00%) and (B) thirteen and one half percent (13.50%). Commencing on the first calendar day of the calendar month after a Growth Capital Loan is made, the Borrower shall make monthly payments during the term of each Growth Capital Loan of interest only during the initial 24 month period following the Closing Date (as may be extended to the 30 months anniversary of the Closing Date upon satisfaction of certain conditions) and thereafter to maturity in equal monthly installments of principal plus accrued and unpaid interest. All unpaid principal and accrued and unpaid interest shall be due and payable in full on July 1, 2027; provided, however that if the Borrower draws the full amount of Growth Capital Loan Tranche 2 by December 31, 2025, all unpaid principal and accrued and unpaid interest shall be due and payable in full by January 1, 2028.

In addition, the Loan and Security Agreement requires the Borrower to pay a non-refundable commitment fee equal to 1.00% of the principal amount of each Growth Capital Loan, due and payable on the Closing Date, of which $100,000 was paid by the Borrower to Avenue as an advance deposit prior to the Closing Date. The Capital Growth Loans shall be evidenced by one or more secured promissory notes issued to the Lenders by the Borrower. If the Borrower elects to prepay the Growth Capital Loan(s) pursuant to the terms of the Loan and Security Agreement, it will owe a prepayment fee to the Lenders, as follows: (1) for a prepayment made on or after the funding date of a Growth Capital Loan through and including the first anniversary of such funding date, an amount equal to 3.00% of the principal amount of such Growth Capital Loan prepaid; (2) for a prepayment made after the first anniversary of the funding date of a Growth Capital Loan through and including the second anniversary of such funding date, an amount equal to 2.00% of the principal amount of such Growth Capital Loan prepaid; and (3) for a prepayment made any time after the second anniversary of the funding date of a Growth Capital Loan, an amount equal to 1.00% of the principal amount of such Growth Capital Loan prepaid.