Deal also includes warrant for 337,500 shares, exercisable at $12.7552
By Devika Patel
Knoxville, Tenn., July 1 – Retrophin, Inc. said it settled a $45 million senior secured term loan facility with Athyrium Capital Management. It also completed a $46 million private placement of senior convertible notes on May 30. The loan priced for $40 million and the convertibles priced for $40 million on May 29.
Barclays and Nomura were the agents for the convertibles. Barclays was the sole agent for the loan.
The term loan is due in 2018 and accrues interest at Libor plus 1,000 basis points, with a 1% Libor floor.
Athyrium also received warrants for 337,500 common shares, which are each exercisable at $12.7552 for five years. The strike price is an 8.43% premium to the May 28 closing share price of $13.93.
The 4.5% convertibles are due on May 30, 2019 and are convertible into common stock at an initial conversion rate of 57.43 shares per $1,000 of notes, which is equal to an initial conversion price of about $17.41 per share, a 24.98% premium to the May 28 closing share price. The convertibles investors also received 401,046 shares.
“We were pleased to obtain non-dilutive financing,” founder and chief executive officer Martin Shkreli said in a press release at pricing. “After a thorough process, we chose to partner with Athyrium, not only because they offered the best terms, but because we were most comfortable with their integrity and professionalism. With this financing, we are well positioned to move forward on several exciting potential acquisitions identified by our business development team.”
The biopharmaceutical company is based in New York.
| Issuer: | Retrophin, Inc.
|
| Issue: | Senior secured term loan facility, senior convertible notes with 401,046 common shares
|
| Amount: | $91 million
|
| Pricing date: | May 29
|
| Stock symbol: | Nasdaq: RTRX
|
| Stock price: | $13.93 at close May 28
|
| Market capitalization: | $300.63 million
|
|
|
| Loan
|
| Amount: | $45 million
|
| Maturity: | 2018
|
| Coupon: | Libor plus 1,000 bps
|
| Call: | Yes
|
| Warrants: | For 337,500 shares
|
| Warrant expiration: | Five years
|
| Warrant strike price: | $12.7552
|
| Agent: | Barclays
|
| Investor: | Athyrium Capital Management
|
| Settlement date: | July 1
|
|
|
| Convertible note
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| Amount: | $46 million
|
| Maturity: | May 30, 2019
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| Coupon: | 4.5%
|
| Conversion price: | $17.41 (approximate)
|
| Conversion rate: | 57.43 shares per $1,000 of notes
|
| Conversion premium: | 24.98%
|
| Warrants: | No
|
| Agents: | Barclays and Nomura
|
| Settlement date: | May 30
|
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