Journey Medical extends SWK term loan maturity to June 2028 in credit agreement amendment

Journey Medical Corporation (Nasdaq: DERM) signed a Third Amendment to its Credit Agreement with SWK Funding LLC on September 25, 2025, according to a Form 8-K filed September 26, 2025. The company reported the amendment under Item 1.01 and Item 2.03. The amendment extends the maturity of the term loan from December 27, 2027 to June 27, 2028 and changes when principal repayments begin.

The agreement's history

The Credit Agreement is dated December 27, 2023. It is among the company, SWK Funding LLC, and the other financial institutions party to it as lenders. A First Amendment dated July 9, 2024 and a Second Amendment dated October 21, 2024 changed it before the Third Amendment. The filing calls the agreement as changed by all three amendments the Amended Credit Agreement.

The 8-K describes an original principal amount of $25.0 million, now fully drawn. The company's annual report for 2024 describes a facility of up to $20.0 million, with $15.0 million drawn at closing and the remaining $5.0 million drawn on June 26, 2024. The 8-K does not explain the difference. Under the annual report's terms, the loans bear interest at three-month term SOFR, subject to a 5% floor, plus 7.75%.

What the amendment changes

The Third Amendment extends the maturity date of the Term Loan from December 27, 2027 to June 27, 2028. It also amends the Revenue Based Payment Amount, which sets when principal repayments begin and how quickly principal falls before maturity.

Under the amended terms, Journey Medical must repay principal quarterly from February 2026, in an amount equal to 7.5% of the funded Term Loan. There is an alternative. If total revenue on a trailing twelve-month basis is greater than $60.0 million as of December 31, 2025, no principal repayment is required until February 2027. From that point the company would repay quarterly at 10.0% of the funded Term Loan. The 8-K says the revenue threshold was revised from $70.0 million, and the later repayment rate from 15.0%.

Both revisions make the terms easier on the company. The 8-K does not say why they were made, and it does not say whether the company expects to clear the $60.0 million test. The full text of the Third Amendment is to be filed with a later periodic report, and the 8-K's description is qualified by that text.

Lenders and advisers

The 8-K names SWK Funding LLC as a lender and refers to other financial institutions as lenders without naming them. It names no placement agent, financial adviser, arranger or counsel for either side.

The company behind the loan

The annual report for 2024 describes Journey Medical as a commercial-stage pharmaceutical company that primarily focuses on selling and marketing FDA-approved prescription products for dermatological conditions. It also says there is substantial doubt regarding the company's ability to continue as a going concern, and the auditor's report carries a going-concern paragraph.

The annual report says Fortress Biotech, Inc. controls a voting majority of the common stock, which the report says could be detrimental to other stockholders. It also says that any further indebtedness, if incurred, would bring higher fixed payment obligations and may require further restrictive covenants.

What the filing leaves open

The 8-K confirms the new maturity and repayment schedule but gives no figure for principal repaid to date, for the company's cash position, or for trailing revenue. Readers cannot test the $60.0 million threshold from the 8-K. The threshold is measured as of December 31, 2025, which is after the 8-K was filed, so whether the company met it will show only in a later filing.

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