Platinum

July 2012,

p to million. Following the approval of tilmanocept, Platinum was committed under the terms of the agreement to extend up to million in debt financing to the Company. The agreement also provided for Platinum to extend an additional million on terms to be negotiated. Through we drew a total of million under the original facility.

June 2013,

a Loan Agreement with General Electric Capital Corporation (“GECC”) and MidCap Financial SBIC, LP (“MidCap”) (the “GECC/MidCap Loan Agreement”), the Company and Platinum entered into an Amendment to the Platinum Loan Agreement (the “First Platinum Amendment”). Concurrent with the execution of the First Platinum Amendment, the Company delivered an Amended and Restated Promissory Note (the “First Amended Platinum Note”) to Platinum, which amended and restated the original promissory note issued to Platinum, in the principal amount of up to million. The First Amended Platinum Note also adjusted the interest rate to the greater of (a) the U.S. Prime Rate as reported in the Wall Street Journal plus (b) or (c) the highest rate of interest then payable pursuant to the GECC/MidCap Loan Agreement plus In addition, the First Platinum Amendment granted Platinum the right, at Platinum’s option subject to certain conditions, to convert all or any portion of the unpaid principal or unpaid interest accrued on any future draw (the “Conversion Amount”), beginning on a date years from the date the draw is advanced, into the number of shares of Navidea’s common stock computed by dividing the Conversion Amount by a conversion price equal to the lesser of (i) of the lowest VWAP for the trading days preceding the date of such conversion request, or (ii) the average VWAP for the trading days preceding the date of such conversion request. The First Platinum Amendment also provided a conversion right on the same terms with respect to the amount of any mandatory repayment due following the Company achieving million in cumulative revenues from sales or licensing of tilmanocept. Platinum’s option to convert future draws into common stock was determined to meet the definition of a liability. The estimated fair value of the embedded conversion option is included in the carrying value of the new debt.

“Exercise Agreement”), pursuant to which Platinum exercised its Series Warrant and Series AA Warrant. The warrants were exercised on a cashless basis by canceling a portion of the indebtedness outstanding under the Platinum Loan Agreement equal to million, the aggregate exercise price of the warrants. Pursuant to the Exercise Agreement, in lieu of common stock, Platinum received on exercise of the warrants shares of the Company’s Series B Convertible Preferred Stock (the “Series B Preferred Stock”), convertible into shares of our common stock in the aggregate ( shares of common stock per preferred share).

March 2014,

Agreement and entered into a amendment to the Platinum Loan Agreement (the “Second Platinum Amendment”). Concurrent with the execution of the Second Platinum Amendment, the Company delivered an Amended and Restated Promissory Note (the “Second Amended Platinum Note”) to Platinum, which amended and restated the First Amended Platinum Note. The Second Amended Platinum Note adjusted the interest rate to the greater of (i) the U.S. prime rate as reported in The Wall Street Journal plus (ii) and (iii) the highest rate of interest then payable by the Company pursuant to the Oxford Loan Agreement plus

May 2015,

“Third Platinum Amendment”). Among other things, the Third Platinum Amendment (i) extended the term of the Platinum Loan Agreement until a date months following the maturity date or earlier repayment of the CRG Term Loan; (ii) changes the interest rate to the greater of (a) the U.S. prime rate as reported in The Wall Street Journal plus (b) and (c) the highest rate of interest then payable pursuant to the CRG Term Loan plus (iii) requires such interest to compound monthly; and (iv) changes the provisions of the Platinum Loan Agreement governing Platinum’s right to convert advances into common stock of the Company. The Third Platinum Amendment provides for the conversion of all principal and interest outstanding under the Platinum Loan Agreement, but until such time as the average daily volume weighted average price of the Company’s common stock for the preceding trading days exceeds per share. The Third Platinum Amendment became effective upon initial funding of the CRG Loan Agreement.

$0

$153,000

December 31, 2017

2016,

December 31, 2017,

2016

2015,

$153,000,

$2.9

$615,000,

$2.0

$9.6

December 31, 2017

2016,

d us with a credit facility of up to million. We drew a total of million and million under the credit facility in each of the years ended and We did make any draws under the credit facility during the years ended and In addition, million and of interest was compounded and added to the balance of the Platinum Note during the years ended and respectively. In accordance with the terms of a Section (b) Settlement Agreement, Platinum agreed to forgive interest owed on the credit facility in an amount equal to effective

414,

$7.7

’s liabilities, obligations and indebtedness under the Platinum Loan Agreement between the Company and Platinum-Montaur, which were transferred by Platinum-Montaur to PPCO.  The Company was informed by PPVA that it was the owner of additional amounts owed on the Platinum-Montaur loan.  PPVA claims a balance of approximately million was due upon closing of the Asset Sale.  That amount is also subject to competing claims of ownership by Dr. Michael Goldberg, the Company’s President and Chief Executive Officer.  The Company has yet paid the balance to anyone, as ownership is subject to dispute.

November 2, 2017,

$1,914,827.22

March 3, 2017,

  The claims asserted are for breach of contract and unjust enrichment in connection with funds received by the Company under the Platinum Loan Agreement.  Said action was removed to the United States District of New York on An initial pretrial conference was held on At the conference the Court stayed the deadline for the Company to answer or otherwise respond to the complaint.  The Court also directed the parties to engage in informal jurisdictional discovery and a follow up status conference was held on during which the Court set a briefing schedule and determined that Navidea’s motion to dismiss is due on The Court also referred the case to a settlement conference, which has been scheduled for Because the funds sought by Platinum-Montaur are subject to claims of competing ownership, the Company intends to defend itself in the action and seek a determination as to whether any funds are due and owing to the plaintiff.

Capital Royalty Partners II, L.P.

Navidea and MT, as guarantor, executed a Term Loan Agreement (the “CRG Loan Agreement”) with Capital Royalty Partners II L.P. (“CRG”) in its capacity as a lender and as control agent for other affiliated lenders party to the CRG Loan Agreement (collectively, the “Lenders”) in which the Lenders agreed to make a term loan to the Company in the aggregate principal amount of million (the “CRG Term Loan”), with an additional million in loans to be made available upon the satisfaction of certain conditions stated in the CRG Loan Agreement. Closing and funding of the CRG Term Loan occurred on the “Effective Date”). The principal balance of the CRG Term Loan bore interest from the Effective Date at a per annum rate of interest equal to Through the Company had the option of paying (i) of the per annum interest in cash and (ii) of the per annum interest as compounded interest which is added to the aggregate principal amount of the CRG Term Loan. During and and million of interest was compounded and added to the balance of the CRG Term Loan. In addition, the Company began paying the cash portion of the interest in arrears on Principal was due in equal quarterly installments during the final years of the term. All unpaid principal, and accrued and unpaid interest, was due and payable in full on

in the Company stopped compounding interest in the quarter of and began recording accrued interest. As of and million and respectively, of accrued interest related to the CRG Term Loan is included in accrued liabilities and other on the consolidated balance sheets. As of and the outstanding principal balance of the CRG Term Loan was million and million, respectively.

$2.2

$1.0

$1.0

second

2016.

was collateralized by a security interest in substantially all of the Company's assets. In addition, the CRG Loan Agreement required that the Company adhere to certain affirmative and negative covenants, including financial reporting requirements and a prohibition against the incurrence of indebtedness, or creation of additional liens, other than as specifically permitted by the terms of the CRG Loan Agreement. The Lenders could accelerate the payment terms of the CRG Loan Agreement upon the occurrence of certain events of default set forth therein, which include the failure of the Company to make timely payments of amounts due under the CRG Loan Agreement, the failure of the Company to adhere to the covenants set forth in the CRG Loan Agreement, and the insolvency of the Company. The covenants of the CRG Loan Agreement included a covenant that the Company shall have EBITDA of less than million in each calendar year during the term or revenues from sales of tilmanocept in each calendar year during the term of at least million in with the target minimum revenue increasing in each year thereafter until reaching million in However, if the Company were to fail to meet the applicable minimum EBITDA or revenue target in any calendar year, the CRG Loan Agreement provided the Company a cure right if it raised times the EBITDA or revenue shortfall in equity or subordinated debt and deposited such funds in a separate blocked account. Additionally, the Company was required to maintain liquidity, defined as the balance of unencumbered cash and permitted cash equivalent investments, of at least million during the term of the CRG Term Loan. The events of default under the CRG Loan Agreement also included a failure of Platinum to perform its funding obligations under the Platinum Loan Agreement at any time as to which the Company had negative EBITDA for the most recent fiscal quarter, as a result either of Platinum’s repudiation of its obligations under the Platinum Loan Agreement, or the occurrence of an insolvency event with respect to Platinum. An event of default would entitle CRG to accelerate the maturity of our indebtedness, increase the interest rate from to the default rate of per annum, and invoke other remedies available to it under the loan agreement and the related security agreement.

the course of CRG alleged multiple claims of default on the CRG Loan Agreement, and filed suit in the District Court of Harris County, Texas on On CRG exercised control over of the Company’s primary bank accounts and took possession of million that was on deposit, applying million of the cash to various fees, including collection fees, a prepayment premium and an end-of-term fee. The remaining was applied to the principal balance of the debt. Multiple motions, actions and hearings followed over the remainder of and into

March 3, 2017,

414

February 22, 2017.

March 3, 2017,

the million Deposit Amount of its alleged indebtedness and other obligations outstanding under the CRG Term Loan. Concurrently with payment of the Deposit Amount, CRG released all liens and security interests granted under the CRG Loan Documents and the CRG Loan Documents were terminated and are of further force or effect; provided, however, that, notwithstanding the foregoing, the Company and CRG agreed to continue with their proceeding pending in the Texas Court to fully and finally determine the Final Payoff Amount. The Company and CRG further agreed that the Final Payoff Amount would be less than million and more than million. In addition, concurrently with the payment of the Deposit Amount and closing of the Asset Sale, (i) Cardinal Health agreed to post a million letter of credit in favor of CRG (at the Company’s cost and expense to be deducted from the closing proceeds due to the Company, and subject to Cardinal Health indemnification rights under the Purchase Agreement) as security for the amount by which the High Payoff Amount exceeds the Deposit Amount in the event the Company is unable to pay all or a portion of such amount, and (ii) CRG agreed to post a million letter of credit in favor of the Company as security for the amount by which the Deposit Amount exceeds the Low Payoff Amount. If, on the hand, it is finally determined by the Texas Court that the amount the Company owes to CRG under the Loan Documents exceeds the Deposit Amount, the Company will pay such excess amount, plus the costs incurred by CRG in obtaining CRG’s letter of credit, to CRG and if, on the other hand, it is finally determined by the Texas Court that the amount the Company owes to CRG under the Loan Documents is less than the Deposit Amount, CRG will pay such difference to the Company and reimburse Cardinal Health for the costs incurred by Cardinal Health in obtaining its letter of credit. Any payments owing to CRG arising from a final determination that the Final Payoff Amount is in excess of million shall be paid by the Company without resort to the letter of credit posted by Cardinal Health and such letter of credit shall only be a secondary resource in the event of failure of the Company to make payment to CRG. The Company will indemnify Cardinal Health for any costs it incurs in payment to CRG under the settlement, and the Company and Cardinal Health further agree that Cardinal Health can pursue all possible remedies, including offset against earnout payments (guaranteed or otherwise) under the Purchase Agreement, warrant exercise, or any other payments owed by Cardinal Health or any of its affiliates, to the Company, or any of its affiliates, if Cardinal Health incurs any cost associated with payment to CRG under the settlement. The million being held in escrow pursuant to court order in the Ohio case and the million being held in escrow pursuant to court order in the Texas case were released to the Company at closing of the Asset Sale. On Cardinal Health posted a million letter of credit, and on CRG posted a million letter of credit, each as required by the Global Settlement Agreement.

December 2017.

  The Texas Court ruled that the Company’s total obligation to CRG is in excess of million, limited to million under the Global Settlement Agreement.  The Texas Court acknowledged only the million payment made in concluding that the Company owes CRG another million, however the Texas Court did expressly take the Company’s payment of million into account.  The Company believes that this million should be credited against the million; CRG disagrees.  On the Company filed an emergency motion to set supersedeas bond and to modify judgment, describing the Texas Court’s oversight of explaining how to apply the million payment, requesting that the judgment be modified to set the supersedeas amount at million so that the Company can stay enforcement of the judgment pending appeal.  The Texas Court refused to rule on this motion, and the court of appeals entered an order compelling the Texas Court to set a supersedeas amount.  The Texas Court has scheduled a hearing on the issue for however it has yet set the amount, and enforcement of the judgment is stayed until days after the Texas Court does so.  We currently await further action by the Texas Court.  If we are ultimately required to pay an additional million to CRG, such payment would have a significant adverse effect on our financial position and would likely force us to curtail our planned development activities.  See Notes and

Oxford Finance, LLC

March 2014,

“Oxford Loan Agreement”) with Oxford Finance, LLC (“Oxford”), providing for a loan to the Company of million. Pursuant to the Oxford Loan Agreement, we issued Oxford: () Term Notes in the aggregate principal amount of million, bearing interest at (the “Oxford Notes”), and () Series KK warrants to purchase an aggregate of shares of our common stock at an exercise price of per share, expiring in the “Series KK Warrants”). The Company recorded a debt discount related to the issuance of the Series KK Warrants and other fees to the lenders totaling million. Debt issuance costs directly attributable to the Oxford Loan Agreement, totaling were recorded as an additional debt discount on the consolidated balance sheet on the closing date. The debt discounts were being amortized as non-cash interest expense using the effective interest method over the term of the Oxford Loan Agreement.

April 1, 2014,

April 1, 2015.

May 2015,

$31.7

$289,000

$2.4

December 31,

201

R-NAV, LLC

July 2014,

$666,666,

two

July 15, 2015

July 15, 2016,

first

second

ore interest at per annum, compounded annually. A principal payment of was made on the note payable to R-NAV in

May 31, 2016,

1

1,500,000

3,500,000

2

$110,000

1

2

$333,333

See Note

I

December 2016,

we prepaid of insurance premiums through the issuance of a note payable to IPFS Corporation (“IPFS”) with an interest rate of The note was payable in monthly installments of with the final payment due in The note was included in notes payable, current in the consolidated balance sheet.

November 2017,

we prepaid of insurance premiums through the issuance of a note payable to IPFS with an interest rate of The note is payable in monthly installments of with the final payment due in The note is included in notes payable, current in the consolidated balance sheet.

Summary

December 31,

and we recorded interest expense of and million, respectively, related to our notes payable. Of those amounts, during the year ended was non-cash in nature related to amortization of the debt discounts and deferred financing costs related to our notes payable. An additional of this interest expense was compounded and added to the balance of our notes payable during the year ended

in the amount of and during the years ended and respectively, has been reclassified to discontinued operations. See Note

million in