BRIDGEWATER, N.J. – Amneal Pharmaceuticals (Amneal) announced that its subsidiary, Amneal Pharmaceuticals LLC (the Issuer), is seeking to borrow $1.800 billion aggregate principal amount of new seven-year term B loans (the new term B loans) under a new term loan facility (the “Term Loan Facility”). The Issuer has also launched an offering of $750 million aggregate principal amount of senior secured notes due 2032 (the notes) in a private offering.
The Issuer intends to use the net proceeds of the new term B loans and the notes to refinance its existing term B loans in full, to repay a portion of outstanding amounts borrowed under its ABL facility and to pay related fees, premiums and expenses. The offering of the notes is not conditioned on entry into the Term Loan Facility.
The notes will initially be guaranteed on a senior secured basis by the same subsidiaries of the Issuer that will guarantee the Term Loan Facility, and will not be guaranteed by Amneal. The notes will be secured on a pari passu basis by the same assets that will secure the Term Loan Facility, and will have the benefit of a first-priority lien on the collateral (other than the ABL priority collateral, which primarily consists of inventory, accounts receivable and related assets) and a second-priority lien on the ABL priority collateral. The Issuer’s obligations under its existing asset-based credit facility are secured on a first priority basis on the ABL priority collateral and a second priority basis on the collateral on which the notes and the new term B loans will have a first priority lien.
The proposed transactions are subject to market conditions and other factors, and there can be no assurance as to whether or when these transactions may be completed, or as to the actual size or terms of the transactions.
The notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction, and may not be offered or sold in the United States absent registration or an applicable exemption from registration under the Securities Act. The offering of notes will be made only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act and to non-U.S. persons in accordance with Regulation S under the Securities Act.
