Theramex restructures to €790 million term B-1, reworks price talk

By Sara Rosenberg

New York, Sept. 28 – Theramex (Stars UK Bidco Ltd.) revised its transaction to a new €790 million covenant-lite term loan B-1 due August 2029 (B2/B) from a fungible €240 million add-on covenant-lite term loan B due August 2029, according to a market source.

Price talk on the term loan B-1 is Euribor plus 450 basis points with a 0% floor and an original issue discount of 99.75, compared to talk when it was structured as an add-on term loan of Euribor plus 525 bps with a 0% floor and an original issue discount of 99.75 to par, the source said.

The term loan B-1 has 101 soft call protection for six months, whereas the add-on was talked with no call protection.

The term loan B-1 has a margin ratchet holiday of six months from closing, compared to no holiday proposed on the add-on, and the existing ESG ratchet applies.

HSBC, Jefferies LLC and Mizuho are the joint physical bookrunners on the deal. Kroll is the agent.

Commitments continue to be due at 7 a.m. ET on Tuesday, the source added.

Proceeds will be used to fund two bolt-on drug acquisitions, to support associated costs and, due to the revised structure, to refinance the existing €550 million term loan B.

Cashless roll is being offered to existing lenders.

Carlyle and PAI Partners are the sponsors.

Theramex is a London-based specialty pharmaceutical company focused on women’s health.

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