Amphastar Pharmaceuticals, Inc. (AMPH): debt financing — Amphastar issues $345M 2% convertible senior notes due 2029; repays $200M term loan, buys $50M stock

Amphastar Pharmaceuticals, Inc.

$345M aggregate principal (incl. $45M greenshoe exercised) of 2.00% convertible senior notes due 2029, sold via Rule 144A.
Initial conversion price ~$62.96 per share, a 35% premium to $46.64 closing price on Sept 12, 2023.
Net proceeds ~$333.9M; $200M used to repay Wells Fargo credit facility, $50M for stock buyback at $46.64/share.
Notes convertible under certain conditions; company may redeem on/after Sep 21, 2026 if stock >=130% of conversion price.
Remaining proceeds earmarked for general corporate purposes, including BAQSIMI milestone payments and potential M&A.

item 1.01 item 2.03 item 3.02 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 1.0

Amphastar Pharmaceuticals, Inc. incurred senior notes of $300.0 million aggregate principal amount with Jefferies LLC, J.P. Morgan Securities LLC, Wells Fargo Securities, LLC and BofA Securities, Inc., as representatives of the several initial purchasers at 2.00% per annum maturing March 15, 2029.

Instrument: senior notes
Principal: $300.0 million aggregate principal amount
Counterparty: Jefferies LLC, J.P. Morgan Securities LLC, Wells Fargo Securities, LLC and BofA Securities, Inc., as representatives of the several initial purchasers
Rate: 2.00% per annum
Maturity: March 15, 2029
Event: incurrence

Exact text from the filing

Morgan Securities LLC, Wells Fargo Securities, LLC and BofA Securities, Inc., as representatives of the several initial purchasers (the “Initial Purchasers”), to issue and sell $300.0 million aggregate principal amount of 2.00% Convertible Senior Notes due 2029 (the “Notes”). In addition, the Company granted the Initial Purchasers an option to purchase, for settlement

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 1.0

Amphastar Pharmaceuticals, Inc. incurred senior notes of up to an additional $45.0 million aggregate principal amount of Notes.

Instrument: senior notes
Principal: up to an additional $45.0 million aggregate principal amount of Notes
Event: incurrence

Exact text from the filing

Initial Purchasers an option to purchase, for settlement during a 13-day period beginning on, and including, the date on which the Notes were first issued, up to an additional $45.0 million aggregate principal amount of Notes on the same terms and conditions. The Initial Purchasers exercised their option in full on September 14, 2023, bringing the total aggregate

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Amphastar Pharmaceuticals, Inc. entered into Purchase Agreement with Jefferies LLC, J.P. Morgan Securities LLC, Wells Fargo Securities, LLC and BofA Securities, Inc., as representatives of the several initial purchasers valued at $300.0 million aggregate principal amount of 2.00% Convertible Senior Notes due 2029 (effective 2023-09-12).

Action: entry
Agreement: notes offering
Counterparty: Jefferies LLC, J.P. Morgan Securities LLC, Wells Fargo Securities, LLC and BofA Securities, Inc., as representatives of the several initial purchasers
Value: $300.0 million aggregate principal amount of 2.00% Convertible Senior Notes due 2029
Effective: 2023-09-12

Exact text from the filing

On September 12, 2023, Amphastar Pharmaceuticals, Inc. (the “Company”) entered into a purchase agreement (the “Purchase Agreement”) with Jefferies LLC, J.P. Morgan Securities LLC, Wells Fargo Securities, LLC and BofA Securities, Inc., as representatives of the several initial purchasers (the “Initial Purchasers”), to issue and sell $300.0 million aggregate principal amount of 2.00% Convertible Senior Notes due 2029 (the “Notes”).

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Amphastar Pharmaceuticals, Inc. filing history →

Source: SEC EDGAR

accession 0001297184-23-000074

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