10. Loans payable

As a result of the Acquisition of VCN, the Company acquired interest-free or below-market interest rate loans (0%-1%) extended by Spanish governmental institutions of Ministerio de Ciencia, Innovacion y Universidades (RETOS loan) and ACC10 Generalitat de Catalunya (NEBT loan). The maturities of these loans are between 2024 and 2028. As a result of the Acquisition, the Company maintains a restricted cash collateral account of $46,000 relating to the RETOS loan, which is reflected as a non-current asset on the balance sheet.

During September 2024, the Company announced that its THERICEL project had been awarded €2.28 million (approximately $2.54 million) from the National Knowledge Transfer Program of the Spanish government’s Ministry of Science, Innovation & Universities to support a collaboration between the Company and the Universitat Autònoma de Barcelona (“UAB”) to advance the Company’s THERICEL suspension cell platform for the clinical manufacture of adenovirus- and adeno-associated virus (“AAV”) therapies. Under the award, the Company (via its wholly owned subsidiary, Theriva Biologics SL) received an unsecured loan (the “Loan”) of €1.3 million (approximately $1.4 million) as a lump sum payment on January 17, 2025 which bears interest at a rate of 4.015% and is to be repaid over 7 years commencing three years from the date of award.

The Company incurred and charged to interest expense $61,000 and $6,000 during the years ended December 31, 2025 and 2024, respectively.

The current and non-current balance of outstanding loans as of December 31, 2025 and 2024 was as follows (amounts in thousands of dollars):

December 31, 2025

December 31, 2025

December 31, 2024

December 31, 2024

  ​ ​ ​

Current

  ​ ​ ​

Non-current

  ​ ​ ​

Current

  ​ ​ ​

Non-current

NEBT Loan

$

9

$

9

$

7

$

16

RETOS 2015

48

38

 

54

 

76

THERICEL Loan

1,624

$

57

$

1,671

$

61

$

92

10. Loans payable (continued)

A maturity analysis of the debt as of December 31, 2025 is as follows (amounts in thousands of dollars):

2026

$

57

2027

 

36

2028

 

11

2029

 

84

2030

232

Thereafter

1,308

Total

$

1,728

Historical Timeline

Fiscal YearFiled
2025Mar 12, 2026Showing above
2024Mar 6, 2025
2023Mar 25, 2024
2022Mar 30, 2023

About Debt Disclosures

Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.

Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.