Ad hoc announcement pursuant to Art. 53 LR
A conference call will be held on June 19, 2024, at 14:00 CEST / 13:00 BST /
08:00 EDT. Details are at the end of this news release.
* Funding underpins the advancement of AGAMREE® (vamorolone) roll-out and
growth in Europe and the pursuit of further developmental initiatives
* Financing includes up to USD 38 million from R-Bridge, an affiliate of CBC
Group, in exchange for a partial monetization of royalty payments received
by Santhera in North America and China
* Santhera also received a commitment for a CHF 35 million senior secured term
loan from Highbridge, subject to customary conditions
* Near-term maturing private convertible bonds to be converted (CHF 4 million)
or extended (CHF 7 million) to August 2025
* Proceeds from financing to be used to repay listed convertible bonds
maturing August 2024 and fund strategic priorities and operations to cash
flow break-even
Pratteln, Switzerland, June 18, 2024 - Santhera Pharmaceuticals (SIX: SANN)
announces that it has entered into committed financing arrangements that, when
consummated, will provide Santhera with gross funding totaling approximately
CHF 69 million to drive growth, repay maturing bonds and extend cash runway
through to the first half of 2026, at which point Santhera expects to be cash
flow break-even.
"We are very pleased to have achieved significant financing goals for Santhera
and our shareholders through these initiatives. The new financing is non-
dilutive to shareholders, the royalty monetization is partial and capped,
leaving upside potential to Santhera, and the debt repayment schedule aligns
well with our growth expectations," said Andrew Smith, Chief Financial Officer
of Santhera. "Importantly, it addresses our near term debt obligations and
provides us with sufficient funding to drive market launches and growth of
AGAMREE in Europe and to pursue additional development programs for AGAMREE."
Royalty monetization financing for AGAMREE totaling up to USD 38 million with R-
Bridge
Santhera is monetizing 75% of the future royalty income streams (net of any
agreed payment obligations of Santhera to ReveraGen and Idorsia) from its
licensing agreements for AGAMREE with Catalyst Pharmaceuticals, Inc. for North
America and with Sperogenix Therapeutics Ltd. for China, in respect of net
product sales occurring from July 1, 2024. R-Bridge will pay USD 30 million
upfront upon closing of the transaction, less certain fees, and, in addition,
staged sales-related milestone payments that, if achieved, would result in total
payments to Santhera of up to USD 38 million.
Payments to R-Bridge are capped, and once the agreed threshold or duration of
royalty payments is met, the North America and China royalty payments will
revert back to Santhera. Santhera will retain certain rights to buy back the
royalty income stream.
The financing advances Santhera's commercialization of AGAMREE across Europe and
supports further clinical development, including post-approval commitments in
Duchenne muscular dystrophy (DMD) and expansion into additional indications, the
latter together with partner Catalyst Pharmaceuticals, Inc.
Closing of the transaction is subject to conditions and is expected within the
next 30 days.
New CHF 35 million term loan by Highbridge, coupled with conversion/maturity
extension of private bonds
Santhera has entered into a commitment letter for a senior secured term loan
financing with certain funds managed by Highbridge Capital Management, LLC
(Highbridge), an existing investor in the Company. Subject to and upon closing,
the financing instrument will provide CHF 35 million in a single draw. The loan
has a four-year maturity with amortization in the amount of 15% per year,
commencing after 24 months, and will pay a cash interest of 3-month SARON (floor
of 2%) plus 9.75% per year. Santhera has agreed to an original issue discount
and a redemption premium. Under certain conditions, Santhera has the option for
partial interest payments in kind and/or early loan redemption, both subject to
a premium.
As part of the transaction, Highbridge will (1) extend the maturity of the
private senior unsecured convertible bonds, with a strike price of CHF 10 and
due in August 2024, by 12 months, (2) convert the private senior unsecured
convertible bonds, with a strike price of CHF 5 and due in August 2024, (3)
exercise the warrants it holds, and (4) receive 236,540 warrants, each of which
is exercisable for one Santhera share at an exercise price of CHF 11.0975 at any
time during a five-year period.
The parties have entered into a commitment letter, which is subject to
conditions, including documentation of the transaction. Funding is subject to
certain conditions, covenants and documentation, and is expected within the next
30 days.
Use of proceeds from funding
The net proceeds from these financings will be used primarily to repay the
outstanding amount of CHF 13.5 million of the public senior unsecured
convertible bond due 2024 (SIX ticker SAN21, ISIN CH0563348744) as well as for
product commercialization and general corporate purposes, extending the cash
runway to anticipated cash flow break-even.
Advisor
Rothschild & Co acted as sole advisor to Santhera for these transactions.
Conference Call
Santhera will host a conference call on June 19, 2024, at 14:00 CEST / 13:00 BST
/ 08:00 EDT to discuss the financing. Participants are invited to call one of
the following numbers (no dial-in code is required):
Switzerland/Europe: +41 58 310 50 00
United Kingdom: +44 207 107 06 13
USA: +1 631 570 56 13
A replay will be accessible at https://www.santhera.com/ad-hoc-news from about
two hours after the call has ended.
About Santhera
Santhera Pharmaceuticals (SIX: SANN) is a Swiss specialty pharmaceutical company
focused on the development and commercialization of innovative medicines for
rare neuromuscular and pulmonary diseases with high unmet medical need. The
Company has an exclusive license from ReveraGen for all indications worldwide to
AGAMREE® (vamorolone), a dissociative steroid with novel mode of action, which
was investigated in a pivotal study in patients with Duchenne muscular dystrophy
(DMD) as an alternative to standard corticosteroids. AGAMREE for the treatment
of DMD is approved in the U.S. by the Food and Drug Administration (FDA), in the
EU by the European Medicines Agency (EMA), and in the UK by the Medicines and
Healthcare products Regulatory Agency (MHRA). Santhera has out-licensed rights
to AGAMREE for North America to Catalyst Pharmaceuticals, Inc. and for China to
Sperogenix Therapeutics. For further information, please visit www.santhera.com
(http://www.santhera.com).
AGAMREE® is a trademark of Santhera Pharmaceuticals.
About R-Bridge
R-Bridge is an affiliate of CBC Group, Asia's largest healthcare-dedicated asset
management firm with an AUM of $8.8 billion and is headquartered in Singapore
with offices in U.S., Asia, and Europe. With a diversified, multi-product
strategy, CBC Group is focused on platform-building, buyout, private credit and
royalties, and real estate, across the healthcare space, including
pharmaceutical, biotech, medical technology, and healthcare services. R-Bridge
was founded in 2019 to provide alternative, non-dilutive financing for
healthcare companies backed by royalties, revenue interests and other cash flow
generated by sales of healthcare products and services in Asia as well as
globally, with the intent to generate attractive and non-correlated returns for
investors. R-Bridge raised its inaugural fund in 2020 and is currently investing
out of its successor fund, RBF II. For further information, please visit
www.cbridgecap.com (http://www.cbridgecap.com)
For further information please contact:
public-relations@santhera.com (mailto:public-relations@santhera.com) or
Eva Kalias, Head Investor Relations & Communications
Phone: +41 79 875 27 80
eva.kalias@santhera.com (mailto:eva.kalias@santhera.com)
Disclaimer / Forward-looking statements
This document does not constitute an offer to subscribe for, buy or sell any of
the securities mentioned herein or any other securities in any jurisdiction. The
securities mentioned herein have not been and will not be registered under the
U.S. Securities Act of 1933, as amended (the Securities Act), and may not be
offered or sold in the United States absent registration or exemption from
registration under the Securities Act.
This communication does not constitute an offer or invitation to subscribe for
or purchase any securities of Santhera Pharmaceuticals Holding AG. This
publication may contain certain forward-looking statements concerning the
Company and its business. Such statements involve certain risks, uncertainties
and other factors which could cause the actual results, financial condition,
performance or achievements of the Company to be materially different from those
expressed or implied by such statements. Readers should therefore not place
undue reliance on these statements, particularly not in connection with any
contract or investment decision. The Company disclaims any obligation to update
these forward-looking statements.
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