UPDATE ON INVESTMENT
22/11/2023 07:01
For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20231122:nRSV2077Ua&default-theme=true
RNS Number : 2077U BioPharma Credit PLC 22 November 2023
22 November 2023
BIOPHARMA CREDIT PLC
UPDATE ON INVESTMENT
BioPharma Credit PLC (LSE: BPCR) notes the filing of a Form 6-K made on 20
November 2023 by LumiraDx Limited ("LumiraDx") which discloses an amendment
to the loan agreement entered into with BioPharma Credit PLC, BPCR Limited
Partnership, and BioPharma Credit Investments V (Master) LP, which is copied
below in part for convenience and can be found in its entirety at: LumiraDx
Form 6-K Report
(https://www.sec.gov/Archives/edgar/data/1685428/000095017023065261/form_6-k_amend_16.htm)
:
"EXPLANATORY NOTE
Amendment to Loan Agreement
On November 20, 2023, LumiraDx Investment Limited (the "Borrower"), one of the
subsidiaries of LumiraDx Limited (the "Company" or "LumiraDx"), entered into a
sixteenth amendment to that certain Loan Agreement, dated March 23, 2021 (as
amended from time to time, the "Loan Agreement"), with BioPharma Credit
Investments V (Master) LP and BPCR Limited Partnership, as the lenders (the
"Lenders"), and BioPharma Credit PLC, as collateral agent (the "Sixteenth
Amendment").
Pursuant to the Sixteenth Amendment, among other things, (i) the minimum
liquidity covenant in the Loan Agreement is waived until the end of the Waiver
Period (as defined in the Sixteenth Amendment), provided that the consolidated
liquidity of the Company and its subsidiaries during this waiver period (and
tested on a weekly basis) must be at least $5 million, (ii) the minimum net
sales covenant for the trailing twelve-month period ended September 30, 2023
will be tested at the end of the Waiver Period, and (iii) the Waiver Period
has been extended to December 10, 2023; provided that the Lenders may
terminate the Waiver Period on any date after December 2, 2023 by providing
notice to the Borrower one business day in advance of such termination. The
Lenders have also agreed, subject to the terms of the Loan Agreement as
amended by the Sixteenth Amendment, to extend the availability of undrawn
additional term loans that they agreed to provide under the Fifteenth
Amendment to the Loan Agreement such that an aggregate amount of up to
previously undrawn $4 million (the "Extended Term Loans") shall remain
available until December 10, 2023. The Extended Term Loans will be subject to
an interest rate of SOFR plus 8.0% per annum, payable in quarterly
installments. All amounts outstanding under the Loan Agreement, including the
Extended Term Loans, will mature on March 29, 2024.
The foregoing description of the Sixteenth Amendment does not purport to be
complete and is qualified in its entirety by reference to the Sixteenth
Amendment which is attached to this Form 6-K as Exhibit 4.1, and incorporated
herein by reference.
Retention Plan
On November 20, 2023, the Board of Directors of LumiraDx, in coordination with
the Lenders, approved a Key Employee Retention Plan (the "Retention Plan")
that is designed to retain the executive officers and certain key employees of
the LumiraDx group in their current roles over the near term. The goal of the
Retention Plan is to maintain business continuity in consideration of the
Company's previously announced, ongoing strategic review which may involve
administration or bankruptcy proceedings, one or more sales transactions,
and/or the restructuring of existing indebtedness. The Lenders have agreed to
provide the required funding to enable relevant LumiraDx group companies to
perform their obligations under the Retention Plan.
In addition to certain other retention measures, the Retention Plan provides
up to an aggregate of $3.8 million in cash bonus payments to eligible
participants. While certain cash bonus payments to certain executive officers
are based on the achievement of performance goals, a majority of the cash
bonus payments provided pursuant to the Retention Plan are contingent upon the
participants' continued employment with the LumiraDx group through August 31,
2024 (or July 31, 2024 for non-executive officer employees); provided, that
payments would be accelerated prior thereto as a result of certain
transactions that may arise as result of the ongoing strategic review of the
business of the Company and its subsidiaries. Each participant will forfeit
any unpaid amounts of his or her Retention Plan payment if the participant is
terminated for gross misconduct or voluntarily resigns his or her employment
with the relevant LumiraDx group company prior to the applicable payment date.
This report on Form 6-K, including Exhibit 4.1 hereto, shall be deemed to be
incorporated by reference into the Company's registration statements on Form
S-8 (File No. 333-259874, File No. 333-264611 and File No. 333-271538), and
the registration statements on Form F-3 (File No. 333-264609 and File No.
333-271624), and to be a part thereof from the date on which this report is
filed, to the extent not superseded by documents or reports subsequently
furnished."
Pharmakon Advisors, LP will continue to provide updates in due course.
Enquiries
Buchanan
David Rydell / Mark Court / Jamie Hooper / Henry Wilson
+44 (0) 20 7466 5000
biopharmacredit@buchanan.uk.com (mailto:biopharmacredit@buchanan.uk.com)
Notes to Editors
BioPharma Credit PLC is London's only specialist debt investor to the life
sciences industry and joined the LSE in March 2017. BioPharma Credit
PLC seeks to provide long-term shareholder returns, principally in the form
of sustainable income distributions from exposure to the life sciences
industry. BioPharma Credit PLC seeks to achieve this objective primarily
through investments in debt assets secured by royalties or other cash flows
derived from the sales of approved life sciences products.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END UPDBBBTTMTTTTLJ