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Item 1.01
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Entry into a Material Definitive Agreement.
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On February 2, 2026, Amneal Pharmaceuticals, Inc.'s (the "Corporation") subsidiary, Amneal Pharmaceuticals LLC (the "Company" or, the "Borrower"), and certain of the Company's subsidiaries, as guarantors, entered into that certain Amendment No. 2 to Term Loan Credit Agreement (the "Repricing Amendment") with JPMorgan Chase Bank, N.A., as administrative agent (the "Agent"), and the other lenders party thereto consenting to the Repricing Amendment. The Repricing Amendment amends certain terms in that certain Term Loan Credit Agreement, dated as of November 14, 2023 (the "Credit Agreement"), by and among the Company, certain of the Company's subsidiaries party thereto as guarantors, the lenders party thereto and the Agent. Pursuant to the Repricing Amendment, (x) each consenting lender converted, on a cashless basis, its term loans outstanding immediately prior to the Repricing Amendment (the "Existing Term Loans) into new term loans with an aggregate principal amount of $1,960,076,527.50 (collectively, the "Converted Amendment No. 2 Term Loans") and (y) the Company incurred a new term loan with an aggregate principal amount of $134,673,472.50 (the "Additional Amendment No. 2 Term Loan"), the proceeds of which (together with certain other sources of funds) were used to prepay at par any Existing Term Loans not converted into Converted Amendment No. 2 Term Loans (the Converted Amendment No. 2 Term Loans and the Additional Amendment No. 2 Term Loans referred to collectively as the "Amendment No. 2 Term Loans").
The Repricing Amendment reduces the applicable interest rate margin on the Amendment No. 2 Term Loans by 50 basis points to 2.00% (for the Amendment No. 2 Term Loans bearing interest at rates based on the base rate) and to 3.00% (for the Amendment No. 2 Term Loans bearing interest at rates based on the secured overnight financing rate).
The Repricing Amendment also allows the Company to enter into a repricing transaction without incurring a prepayment premium if such repricing transaction occurs after August 2, 2026. The maturity date of the Amendment No. 2 Term Loans of August 1, 2032 remains unchanged.
The Corporation estimates that savings in annualized cash interest expense following entry into the Repricing Amendment relative to the existing Credit Agreement would be approximately $11 million, based on the amounts borrowed and outstanding under the existing Credit Agreement immediately prior to the Repricing Amendment.
The foregoing description of the Repricing Amendment does not purport to be complete and is qualified in its entirety by reference to the Repricing Amendment, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
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Item 2.03
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Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
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The information set forth in Item 1.01 above is incorporated by reference into this Item 2.03.