REG - BioPharma Credit PLC - Annual Financial Report
25/03/2025 07:15
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RNS Number : 9631B BioPharma Credit PLC 25 March 2025
25 March 2025
BIOPHARMA CREDIT PLC
("BPCR" or "the Company")
FINAL RESULTS FOR THE YEAR ENDED 31 DECEMBER 2024
BioPharma Credit PLC (LSE: BPCR), the specialist life sciences debt investor,
is pleased to present its audited Final Results for the 12-month period ended
31 December 2024.
The full Annual Report and Financial Statements can be accessed via the
Company's website at www.bpcruk.com (http://www.bpcruk.com) or by contacting
the Company Secretary by telephone on +44 (0) 333 300 1932.
INVESTMENT HIGHLIGHTS
• In 2024, the Company committed a total of $435 million to four new
investments:
o $100 million to Tarsus announced on 19 April 2024.
o $200 million to Novocure announced on 1 May 2024.
o $35 million to Alphatec announced on 29 October 2024.
o $100 million to Geron announced on 1 November 2024.
• The Company also refinanced a total of $369.1 million with three existing
borrowers: UroGen, Collegium and Insmed.
• Collegium and Insmed also received additional tranches totalling $190 million.
• BPCR funded $731.6 million over the course of the year and has entered
additional unfunded commitments with Geron, Novocure and Tarsus totalling $250
million.
FINANCIAL HIGHLIGHTS
• An increase in net income per share to 9.99 cents per share in 2024 (2023:
8.28 cents per share).
• The Company continued its unbroken track record of distributing at least 1.75
cents per share every quarter since the second quarter of 2018.
• The Company distributed special dividends relating to 2024 of 10.18 cents per
share (2023: 10.21 cents per share).
• The Company's Ordinary Shares closed at a share price of 88.4 cents per share
on 31 December 2024, above the closing price on 31 December 2023 of 84.0 cents
per share.
• An increase of $381 million in cash for the Company due to the repayments of
$17.5 million from Akebia, $125 million from Coherus, $25 million from
Immunocore, $37.5 million from Immunogen and $176 million from LumiraDx.
DISCOUNT CONTROL
• On 27 March 2024, the Company announced a change to its discount control
mechanism ("DCM"). Under the updated DCM, the Company was required to utilise
an additional $50 million for the remainder of calendar year 2024, in addition
to repurchases already made that year, to repurchase shares until such time
that the discount to NAV over a two-week period is less than 5 per cent. For
2025, the Company may use $50 million to buyback shares.
• In total, 116,622,535 shares were purchased over the course of 2024 at an
average share price of 91 cents and a total cost of $106.7 million.
POST PERIOD END HIGHLIGHTS
• The Company declared a further dividend in respect of Q4 2024 of 2.89 cents
per share, comprising an ordinary dividend of 1.75 cents together with a
special dividend of 1.14 cents paid on 28 February 2025.
• This equates to total dividend distributions in respect of 2024 amounting to
10.18 cents per share (2023: 10.21 cents per share), a yield of 11.5% on the
share price as at 31 December 2024.
• On 21 March 2025 the Company noted Paratek's agreement to acquire OptiNose for
a total transaction value of up to $330 million which is anticipated to close
as early as mid-2025. The Company has a $71.5 million investment in a $130
million senior secured loan which would be repaid on the closing of the
transaction. If the transaction were to close on 30 June 2025 the Company
would be expected to receive approximately $10 million with respect to
make-whole fees, other fees and in connection with the Company's outstanding
OptiNose shares.
SUMMARY
as at 31 December 2024
Share price Net assets
$0.8840 $1,181.7m
(31 December 2023: $0.8400) (31 December 2023: $1,340.9m)
NAV per share Net income per share
$0.9963 $0.0999
(31 December 2023: $1.0293) (31 December 2023: $0.0828)
Discount to NAV per share Ordinary Shares in Issue with Voting rights
11.3% 1,186.0m
(31 December 2023: 18.4%) (31 December 2023: 1,302.7m)
Shares Outstanding Shares in Treasury
1,373.9m 187.9m
(31 December 2023: 1,373.9m) (31 December 2023: 71.2m)
PORTFOLIO COMPOSITION
As at 31 December 2024 ($m) As at 31 December 2023 ($m) As at 31 December 2024 (%) As at 31 December 2023 (%)
Collegium 2024 senior secured loan 283.2 - 24.0% -
Insmed 2024 senior secured loan 218.7 - 18.5% -
BioCryst senior secured loan 129.5 125.5 11.0% 9.4%
OptiNose senior secured note, shares and warrants 71.5 71.5 6.1% 5.3%
Evolus senior secured loan 62.5 62.5 5.3% 4.7%
Geron senior secured loan 50.0 - 4.2% -
Novocure senior secured loan 50.0 - 4.2% -
UroGen 2024 senior secured loan 50.0 - 4.2% -
BMS purchased payments 49.1 83.6 4.1% 6.2%
ImmunoGen senior secured loan - 48.2 - 3.6%
Tarsus senior secured loan 37.5 - 3.2% -
Alphatec senior secured loan 35.0 - 3.0% -
LumiraDx Colombia equity 7.5 - 0.6% -
Akebia senior secured loan - 17.5 - 1.3%
Coherus senior secured loan - 125.0 - 9.3%
Collegium 2022 senior secured loan - 206.3 - 15.4%
Immunocore senior secured loa - 25.0 - 1.9%
Insmed 2022 senior secured loan - 151.0 - 11.3%
LumiraDx senior secured loan and warrants - 136.0 - 10.1
UroGen 2022 senior secured loan - 50.0 - 3.7%
Other net liabilities (31.4) (22.0) (2.7%) (1.6%)
Cash and cash equivalents 168.6 260.8 14.3% 19.4%
Total net assets 1,181.7 1,340.9 100% 100%
Pedro Gonzalez de Cosio, CEO and co-founder of Pharmakon Advisors, LP, the
Investment Manager of BioPharma Credit PLC, said:
"We are pleased to report on another successful year, noting in particular
that net income per share increased notably over the course of the year, from
8.28 cents per share in 2023 to 9.99 cents per share. This income supported a
strong total of 10.18 cents per share in dividend distributions. We continue
to build and manage an attractive portfolio of secured loans, with $435
million deployed across four new investments over the course of the year. The
recovery of LumiraDx's loan was also largely resolved over the course of the
year, with approximately 96 per cent of invested capital having been
recovered.
"We are pleased to note that the Company's updated discount control mechanism
has assisted in managing the discount to NAV at which the Company's shares
trade over the course of the year. In fact, we have been one of the leaders
across alternative investment companies in the quantum of shares bought back
during the course of the year, at a total cost of $106.7m, delivering
accretive benefits for our shareholders.
"Our core focus remains on being a specialist, premier provider of debt
capital to the life sciences industry, offering our shareholders consistent
returns and exposure to a diversified portfolio of secured loans with an
unbroken track record of dividend payments. We have an attractive pipeline of
new opportunities and look forward to updating shareholders on our progress."
Results presentation
As announced previously, a management presentation for sell side analysts will
be held via a webcast facility at 3.00pm GMT today. To request details or to
register to attend please RSVP biopharmacredit@buchanan.uk.com
(mailto:biopharmacredit@buchanan.uk.com)
Enquiries
Burson Buchanan
Mark Court / Jamie Hooper / Henry Wilson / Samuel Adams
+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. The Company seeks to
provide long-term shareholder returns, principally in the form of sustainable
income distributions from exposure to the life sciences industry. The Company
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.
Extracts from the full Annual Report:
CHAIRMAN'S STATEMENT
INTRODUCTION
2024 marks the seventh full year since the Company's Initial Public Offering
("IPO") on the London Stock Exchange in March 2017. I am pleased to be able to
report on another year of consistent returns and targets met. During 2024, the
Company generated net income per share of 9.99 cents and paid 10.18 cents in
dividends, 3 cents above target1. The Company continues to offer investors
exposure to an attractive and diversified portfolio of secured loans.
INVESTMENTS
Over the course of 2024, the Company and its subsidiaries committed a total of
$994.1 million into seven new transactions. The Company also saw repayments
totaling $750.2 million from Akebia, Coherus, Immunocore, ImmunoGen and
LumiraDx. Along with this, the Company received $17.4 million in prepayment
and make-whole fees. These repayments helped secure a very attractive rate of
return on those investments and gave the Company the ability to deploy a
substantial amount of capital in new investments.
The Company committed a total of $435 million to four investments: $35 million
to Alphatec, $100 million to Geron, $200 million to Novocure and $100 million
to Tarsus. The Company also refinanced a total of $369.1 million with three
existing borrowers, UroGen, Collegium, and Insmed; along with funding
additional tranches totaling $190 million to Collegium and Insmed.
The Company funded $731.6 million over the year to Alphatec, Collegium, Geron,
Ismed, Novocure, Tarsus and UroGen and has additional unfunded commitments
with Geron, Novocure and Tarsus totaling $250 million. Including assets and
liabilities from its financing subsidiary, BPCR Limited Partnership, the
Company ended the year with total net assets of $1,181.7 million, comprising
$1,044.5 million of investments, $168.6 million of cash less $31.4 million of
other net liabilities.
The Company and its subsidiaries saw a $381 million increase in cash due to
the repayments of $17.5 million from Akebia, $125 million from Coherus, $25
million from Immunocore, $37.5 million from ImmunoGen, and $176 million from
LumiraDx; as well as the scheduled amortisation payments from Collegium of
$53.1 million and the BMS purchased payments of $38 million.
During the year, Pharmakon Advisors, LP, the Company's investment manager
("Pharmakon" or the "Investment Manager") continued to work diligently in
seeking an optimal outcome for the investment in LumiraDx. From July 2024
through December 2024, the Company received $176 million from FTI Consulting
LLP, acting as the UK administrator for LumiraDx. This equates to an
approximate 96 per cent. recovery rate of invested capital. Additionally, the
Company and its subsidiaries received their share ownership of LumiraDx's
Colombian subsidiary, which they will seek to sell.
DCM AND SHARE BUYBACKS
The Board recognises that the share price represents a meaningful discount to
the NAV and together with the manager is considering new strategies to
ameliorate that discount. On 27 March 2024, in order to enable the Company to
participate in future investments, the Company announced a change to its
Discount Control Mechanism ("DCM"). Under the updated DCM, the Company was
required to use up to an additional $50 million for the remainder of calendar
year 2024, on top of repurchases made in 2024 up until the DCM update, to
repurchase shares until such time that the discount to NAV over a two-week
period was less than 5 per cent. During 2024, the DCM was triggered, and the
Company was required to use its capital to repurchase shares. The Company
repurchased 116,622,535 shares, which is 8.5 per cent. of the total shares of
the Company, at an average share price of 91 cents. and a total cost of $106.7
million narrowing the discount to NAV from 18 per cent. to 11 per cent. Please
see the full Annual Report for a full description of the current DCM, that
will continue until otherwise amended.
SHAREHOLDER RETURNS(1)
The Company reported net income return from ordinary activities after finance
costs and before taxation for the year ended 2024 of $122 million. On 31
December 2024, the Company's Ordinary Shares in issue closed at a share price
of 88.4 cents, above the closing price on 31 December 2023 of 84.0 cents. Net
Asset Value ("NAV") per Ordinary Share in issue decreased during the same
timeframe by 3 cents from 102.93 cents to 99.63 cents. The Company made three
dividend payments over the calendar year, which related to 2024, totaling 7.29
cents per share, referencing net income for the three quarters ending 30
September 2024. This brought the total dividends paid in 2024 to 14 cents per
share. The Company was therefore able to maintain its record of paying a
dividend of at least 1.75 cents per share in every quarter since 30 June 2018.
Following the end of the year, the Company declared a further dividend in
respect of the last quarter of 2024 of 2.89 cents per share made up of an
ordinary dividend of 1.75 cents together with a special dividend of 1.14 cent
that was paid on 28 February 2025. Total dividends related to 2024 and 2023
results reached 10.18 cents and 10.21 cents per share respectively. The 2024
and 2023 dividends were covered from profits. ESG The Board has supported the
Environmental, Social and Governance ("ESG") programme of Pharmakon during
2024, with progress made in further incorporating ESG as part of the
investment process. The key areas are described in more detail in the full
annual report.
GEOPOLITICAL STATEMENT
The effects of major geopolitical and social risks, including the invasion by
Russia of Ukraine and the war between Israel and Hamas, may have economic
consequences that extend beyond the short term. However, the Company does not
have any direct investments in Russia, Ukraine, or Israel. We will continue to
monitor the situation and will inform shareholders of any material changes to
this assessment.
PRICING AND REGULATORY OUTLOOK
A significant portion of the revenues from borrowers in the portfolio come
from sales which are reimbursed by various US government entities that are
highly regulated. While we currently do not expect major changes to how these
entities will continue to reimburse for the cost of these drugs, we cannot
predict whether the US administration will seek to make changes that may
affect the sales of these products.
OUTLOOK
The Investment Manager reports a growing pipeline of investment opportunities
as new products and companies enter the market in 2025 and beyond. The Board
believes that the Company's portfolio of floating and fixed rate loans will
continue to offer an attractive investment proposition for shareholders in a
changing interest rate environment. Following the general meeting on 28
December 2023, the Company announced that shareholders approved the
continuation of the Company's business as a closed-ended investment trust with
94 per cent. of shares voting, in favor.
Under the existing articles of the Company, a Continuation Resolution is
required to be held at the first annual general meeting following the fifth
anniversary of the Company's IPO and at every third annual general meeting
thereafter. The next Continuation Resolution will be held at the Annual
General Meeting on 9 June 2025.
On behalf of the Board, I should like to express our thanks to Pharmakon for
their continued efforts and achievements on behalf of the Company in 2024, in
particular with regards to the complex process involved in maximizing the
recovery to the Company from the LumiraDx loan, and to our shareholders for
their continued support.
Harry Hyman
Chairman
24 March 2025
(1)Past performance is not indicative of future performance.
INVESTMENT MANAGER'S REPORT
Another year of strong investment returns
INTRODUCTION TO THE INVESTMENT MANAGER
Pharmakon is pleased to present an update on the Company's portfolio and
investment outlook.
.
Pharmakon is pleased to present an update on the Company's portfolio and
investment outlook. The Company's existing portfolio investments continue to
perform well. New investments, together with multiple repayments, led to total
income and net income from the portfolio during 2024 of $150 million and $122
million respectively.(1) Pharmakon's engagement with current and potential
counterparties during 2024 resulted in $994.1 million of new investments for
the Company.(2) During the second half of 2024, the Company saw two repayments
from Immunocore and LumiraDx, totaling $201 million.
((1)) New investments figure represents overall commitments inclusive of any
unfunded commitments.
((2)) Gross IRR is as of the acquisition date. The definition of Gross IRR is
set forth in the Glossary, refer to the full Annual Report. Past performance
is not an indication of future performance.
((3)) Net IRR is as of the acquisition date. The definition of Gross IRR is
set forth in the Glossary, refer to the full Annual Report. Past performance
is not an indication of future performance.
MARKET ANAYLSIS
The life sciences industry is expected to continue to have substantial capital
needs during the coming years as the number of products undergoing clinical
trials continues to grow. All else being equal, companies seeking to raise
capital are generally more receptive to non-dilutive debt financing
alternatives at times when equity markets are soft, increasing the number and
size of fixed-income investment opportunities for the Company, and will be
more inclined to issue equity or convertible bonds at times when equity
markets are strong. A good indicator of the life sciences equity market is the
New York Stock Exchange Biotechnology Index ("BTK Index"). While there was
substantial volatility during the period, the BTK index increased 6 per cent.
during 2024 compared to 3 per cent. during 20233. Global equity issuance by
life sciences companies during 2024 was $58.2 billion, a 42 per cent. increase
from the $41.1 billion issued during 20233. Similarly, convertible bond
issuance by life sciences companies increased to $9.7 billion in 2024 from
$9.7 billion in 20233. We anticipate 2025 equity and convertible bond issuance
to remain comparable to 2024 levels which should continue to support appetite
for non-dilutive debt during the remainder of 2025. Acquisition financing is
an important driver of capital needs in the life sciences industry in general
and a source of investment opportunities. An active M&A market helps drive
opportunities for investors such as the Company, as acquiring companies need
capital to fund acquisitions. Global life sciences M&A volume during 2024
was $131.3 billion, a 41 per cent. decrease from the $221.9 billion witnessed
during 20233, driven mainly by the volatility in the equity markets. We are
encouraged by the number of M&A opportunities that are starting to build
up which should lead to a more active market in the near term.
Pricing and Regulatory Outlook
A significant portion of the revenues from borrowers in the portfolio come
from sales which are reimbursed by various US government entities that are
highly regulated. While we currently do not expect major changes to how these
entities will continue to reimburse for the cost of these drugs, we cannot
predict whether the US administration will seek to make changes that may
affect the sales of these products.
USD SOFR
The Company has eight loans with coupons that reference 3-month USD SOFR and
one loan that references 1-month USD SOFR. Six loans have a 2.5 per cent. SOFR
floor or greater and three have a floor ranging from 1.0 per cent. to 2.0 per
cent. As of 31 December 2024, the 1-month and 3-month SOFR was 4.33 and 4.31
per cent. respectively, significantly above the floors in the nine loans.
INTERNATIONAL OUTLOOK
The invasion of Ukraine by Russia and the war between Israel and Hamas has led
to increased market volatility and widespread sanctions on Russian and Israeli
assets and individuals, contributing to the high inflation introduced by the
pandemic. While the portfolio has no direct exposure to Russia, Ukraine,
Belarus, or Israel, we remain vigilant in monitoring this major event closely
and will inform investors of any material changes.
INVESTMENT OUTLOOK
We expect our investment pipeline to grow as new products and companies enter
the market in 2025 and beyond. Pharmakon's extensive network and thorough
approach will continue to identify strong investment opportunities. We remain
focused on our mission of creating the premier dedicated provider of debt
capital to the life sciences industry while generating attractive returns and
sustainable income to investors.
Although the global economic outlook remains uncertain, Pharmakon remains
confident of its ability to deliver its target dividend yield to its
investors.
Geron
On 1 November 2024, the Company along with the Private Fund also managed
by the Investment Manager (the "Private Fund"), entered into a senior
secured term loan agreement for up to $250 million with Geron Corporation
("Geron") (Nasdaq: GERN), a commercial- stage biopharmaceutical company
committed to extending and enhancing the lives of people living with blood
cancers.
Geron drew down $125 million on 1 November 2024 at closing. The Company's
share of the transaction was $50 million, which was funded at closing by the
Company and its subsidiaries. The remaining two tranches, of which the
Company's share is $30 million and $20 million respectively, will be available
through 31 December 2025. The loan has a coupon of 3-month secured overnight
financing rate ("SOFR"), plus 5.75 per cent. (subject to a 3 per cent. floor)
and a 2.50 per cent. upfront fee for Tranche A that was paid at closing. The
upfront fees for the remaining tranches will be payable on their respective
funding dates.
Geron's telomerase inhibitor Rytelo (imetelstat) is approved in the United
States for the treatment of certain adult patients with lower-risk
myelodysplastic syndromes (LR-MDS) with transfusion dependent anemia. Geron is
also conducting a pivotal Phase 3 clinical trial of imetelstat in
JAK-inhibitor relapsed/refractory myelofibrosis (R/R MF), as well as studies
in other myeloid hematologic malignancies. Inhibiting telomerase activity,
which is increased in malignant stem and progenitor cells in the bone marrow,
aims to reduce proliferation and induce death of malignant cells. Rytelo was
launched in the United States on June 27, 2024.
Investment type Total loan amount
Secured Loan $250m
Date invested Company commitment
1 November 2024 $100m
Maturity
November 2029
Insmed 2024
On 31 October 2024, the Company along with the Private Fund entered into an
amended and restated senior term loan agreement for up to $547 million with
Insmed Incorporated ("Insmed") (Nasdaq: INSM), a biopharmaceutical company
focused on treating patients with serious and rare pulmonary diseases.
The new loan consisted of a $397 million initial term loan to refinance in
full the existing term loan and an additional $150 million tranche. The
Company's share of the new term loan was $159 million. The Company and its
subsidiaries funded its share of the new tranche totaling $60 million at
signing on 31 October 2024. The loan bears interest at a fixed rate of 9.60
per cent. per annum with a 2 per cent. exit fee.
Insmed's commercial product, Arikayce, launched in October 2018 and is
indicated for refractory mycobacterium avium complex (MAC) lung disease. The
product is currently being commercialized in the US, Europe, and Japan. Insmed
is working on developing and commercializing Brensocatib, an oral reversible
inhibitor of DPP1 for bronchiectasis and TPIP, a dry powder inhalation
formulation of a treprostinil prodrug for PAH and PH-ILD.
Investment type Total loan amount
Secured Loan $547m
Date invested Company commitment
31 October 2024 $219m
Maturity
September 2029
Alphatec
On 29 October 2024, the Company along with the Private Fund entered into a new
investment in the form of an assignment of $70 million of a $200 million
senior secured loan to Alphatec Holdings, Inc. ("Alphatec") (Nasdaq: ATEC).
The assignor, Braidwell Transaction Holdings LLC - Series I, will retain the
remaining $130 million. Alphatec is a medical device company that designs,
develops, and markets spine fusion products and solutions for the treatment of
spinal disorders.
Alphatec drew down $50 million at closing on 29 October 2024. The Company and
the Private Fund via assignment received $70 million in total, where $50
million consisted of the new funds drawn and the remaining $20 million was
from the existing funded loan. The loan has a coupon of 3-month SOFR plus 5.75
per cent., with a SOFR adjustment of 0.11448 per cent. (subject to a 3 per
cent. floor) with a 1 per cent. upfront fee that was paid at closing and an
exit fee of 3.25 per cent. of the principal amount of any repayment or
prepayment on such date of repayment or prepayment.
Alphatec offers intra-operative information and neuromonitoring technologies,
access systems, interbody implants, fixation systems, and various biologics
offerings.
Investment type Total loan amount
Secured Loan (via Assignment) $70m
Date invested Company commitment
29 October 2024 $35m
Maturity
January 2028
Collegium 2024
On 28 July 2024, the Company along with the Private Fund provided Collegium
Pharmaceutical, Inc. (Nasdaq: COLL), a bio pharmaceutical company focused on
developing and commercialising new medicines for responsible pain management,
with a commitment to enter into a new senior secured term loan agreement for
$646 million ("Collegium").
The new loan consisted of a $320.8 million initial term loan to refinance in
full the existing term loan, of which the Company's portion was $160.4
million, and an additional $325 million tranche to finance a portion of the
acquisition of the Ironshore Therapeutics.
The Company and its subsidiaries funded its share of the second tranche
totaling $130 million on 3 September 2024 to assist Collegium in the
successful closing of the acquisition of Ironshore Therapeutics. The five-year
loan will have $138 million in quarterly amortisation payments and the
remaining $152.5 million balance will be due at maturity. The loan bears
interest at 3-month SOFR plus 4.5 per cent. per annum with a SOFR adjustment
of 0.130805 per cent. subject to a 4 per cent. floor along with a one-time
additional consideration of 1.25 per cent. of the loan amount paid upon
signing, a one-time additional consideration of 2.25 per cent. of the loan
amount paid at funding and paydown fees of 2 per cent. on both tranches is
payable at maturity. Collegium currently markets Xtampza ER, an
abuse-deterrent, extended-release, oral formulation of oxycodone; Nucynta
(tapentadol), a centrally acting synthetic analgesic; Belbuca (buprenorphine
buccal film) for the management of severe chronic pain; and Jornay PM, an
extended-release formulation of methylphenidate for ADHD in patients 6 years
and older.
Investment type Total loan amount
Secured Loan $646m
Date invested Company commitment
28 July 2024 $290m
Maturity
July 2029
Novocure
On 1 May 2024, the Company along with the Private Fund entered into a senior
secured term loan agreement for up to $400 million with a wholly-owned
subsidiary of Novocure Limited ("Novocure") (Nasdaq: NVCR), which owns and
commercialises a proprietary platform technology that uses electric fields
that exert physical forces to kill cancer cells via a variety of mechanisms.
Novocure drew down $100 million of the $400 million loan on 1 May 2024. The
Company's share was $50 million, which was funded at closing by the Company
and its subsidiaries. Of the remaining $300 million, $100 million is required
to be drawn by 26 September 2025, subject to customary conditions precedent,
and $200 million is available to be drawn after achieving certain sales-based
milestones. The loan has a coupon of 3-month SOFR plus 6.25 per cent. (subject
to a 3.25 per cent. floor).
Novocure is a global oncology company that has a proprietary platform
technology called Tumor Treating Fields ("TTFields"), which are electric
fields that exert physical forces to kill cancer cells via a variety of
mechanisms. Novocure's product, Optune Gio, is approved for the treatment of
adult patients with newly diagnosed glioblastoma. Novocure also has ongoing or
completed trials investigating TTFields in brain metastases, gastric cancer,
GBM, liver cancer, NSCLC, and pancreatic cancer.
Investment type Total loan amount
Secured Loan $400m
Date invested Company commitment
1 May 2024 $200m
Maturity
May 2029
Tarsus
On 19 April 2024, the Company along with the Private Fund entered into a
senior secured term loan agreement for up to $200 million with Tarsus
Pharmaceuticals, Inc. ("Tarsus") (Nasdaq:TARS). Tarsus is a biopharmaceutical
company focused on addressing several diseases with high unmet need across a
range of therapeutic categories, including eye care, dermatology, and
infectious disease prevention.
Tarsus drew down $75 million at closing on 19 April 2024, of which the Company
and its subsidiaries funded $37.5 million. The second tranche of $25 million
expired on 31 December 2024, of which the Company's share was $12.5 million.
The remaining two tranches of up to $100 million, of which the Company's share
is $50 million, may be drawn after achieving certain sales-based milestones.
The loan has a coupon of 3-month SOFR plus 6.75 per cent. (subject to a 3.75
per cent. floor).
Tarsus currently markets XDEMVY® (lotilaner ophthalmic solution), a treatment
for Demodex blepharitis. XDEMVY® was approved in the US in July 2023. Tarsus
also has 3 additional clinical programs. Its clinical programs are TP-03 for
Meibomian Gland Disease, TP-04 for Rosacea, and TP-05 for the prevention of
Lyme disease, all of which are in Phase 2.
Investment type Total loan amount
Secured Loan $200m
Date invested Company Commitment
19 April 2024 $100m
Maturity
April 2029
UroGen 2024
On 13 March 2024, the Company along with the Private Fund entered into the
amended and restated loan agreement for up to $200 million with UroGen Inc.
("UroGen") (Nasdaq: URGN), a biopharmaceutical company dedicated to creating
novel solutions that treat urothelial and specialty cancers.
The new loan consists of a $100 million initial term loan, of which the
Company's share was $50 million, to refinance in full the existing term loan
and additional tranches of up to $100 million allocated in full to the Private
Fund. The loan will mature in March 2027 and bears interest at 3-month SOFR
plus 7.25 per cent. per annum with a SOFR adjustment of 0.26161 per cent.
subject to a 2.50 per cent. floor.
UroGen markets JELMYTO (mitomycin), a prescription medicine used to treat
adults with a type of cancer of the lining of the upper urinary tract
including the kidney called low-grade Upper Tract Urothelial Cancer (LG-UTUC).
From June through October 2024, UroGen reported positive 12-month duration of
response data from the Phase 3 ENVISION pivotal trial evaluating UGN-102 and
completed a rolling NDA submission to the FDA for UGN-102 for the treatment of
Non-Muscle Invasive Bladder Cancer ("NMIBC"). On 15 October 2024, the FDA
accepted UroGen's NDA for UGN- 102 for low-grade intermediate risk NMIBC and
granted a PDUFA target action date of 13 June 2025.
Investment type Total loan amount
Secured Loan $200m
Date invested Company commitment
13 March 2024 $50m
Maturity
March 2027
BioCryst
On 17 April 2023, the Company along with the Private Fund entered into a
senior secured term loan agreement for up to $450 million with BioCryst
Pharmaceuticals Inc. ("BioCryst") (Nasdaq: BCRX), a biopharmaceutical company
that discovers and commercializes novel, oral, small molecule medicines.
BioCryst drew down $300 million at closing on 16 April 2023. The Company's
share of the transaction is $180 million, of which $120 million was funded at
closing. The commitment for the remaining three tranches of up to $50 million
each expired on 30 September 2024. The loan has a coupon of 3-month SOFR plus
7 per cent. (subject to a 1.75 per cent. floor) and up to 50 per cent. of the
interest during the first 18 months may be paid-in-kind (PIK) at a rate of
3-month SOFR plus 7.25 per cent. BioCryst elected the option to accrue 50 per
cent. of their interest due from closing through 30 June 2023 as a
payment-in-kind as allowed in the loan agreement. There was also a 1.75 per
cent. upfront fee on the loan.
BioCryst's commercial product, Orladeyo, is indicated to prevent attacks of
hereditary angioedema (HAE) in adults and pediatric patients 12 years and
older. BioCryst also has one pipeline product for BCX10013, a factor D
inhibitor being studied in atypical hemolytic uremic syndrome (aHUS), IgA
nephropathy (IgAN), and complement 3 glomerulopathy (C3G).
Investment type Total loan amount
Secured Loan $450m
Date invested Company commitment
17 April 2023 $180m
Maturity
April 2028
Evolus
On 14 December 2021, the Company along with the Private Fund entered into a
senior secured loan agreement for up to $125 million with Evolus Inc.
("Evolus") (Nasdaq: EOLS), a biopharmaceutical company that develops, produces
and markets clinical neurotoxins for aesthetic treatments.
Evolus drew down $75 million on 29 December 2021, of which the Company's share
was $37.5 million. On 5 December 2022, the Evolus loan was amended to extend
the draw down date for Tranche B in exchange for a $500,000 amendment fee, of
which 50 per cent. was allocated to the Company. On 9 May 2023, the Evolus
loan was amended to allow them to draw Tranche B in two installments and to
allow the principal payments to be equal quarterly payments beginning in 2026.
The second tranche of $25 million was funded on 31 May 2023, of which the
Company funded $12.5 million. The final tranche of $25 million was drawn down
on 15 December 2023, of which the Company funded $12.5 million. The loan bears
interest at 3-month SOFR plus 8.5 per cent. per annum with a 0.17 per cent.
SOFR adjustment subject to a 1 per cent. floor along with a one-time
additional consideration of 2.25 per cent. of the total loan amount paid at
funding of the first tranche. Evolus currently markets Jeuveau
(prabotulinumtoxinA-xvfs), the first and only neurotoxin dedicated exclusively
to aesthetics. On 31 October 2024, Evolus announced that it received approval
for Estyme injectable hyaluronic acid (HA) gels in the European Union.
Investment type Total loan amount
Secured Loan $125m
Date invested Company commitment
14 December 2021 $63m
Maturity
December 2027
OptiNose
On 12 September 2019, along with Company and the Private Fund entered into a
senior secured note purchase agreement for the issuance and sale of senior
secured notes in an aggregate original principal amount of up to $150 million
by OptiNose US, Inc. ("OptiNose") a wholly owned subsidiary of OptiNose Inc.
(Nasdaq: OPTN), a commercial stage specialty pharmaceutical company.
OptiNose drew a total of $130 million in three tranches from the Company and
the Private Fund: $80 million on 12 September 2019, $30 million on 13 February
2020 and $20 million on 1 December 2020. There are no additional funding
commitments.
The Company and its subsidiaries funded a total $72 million across all
tranches. The notes' original maturity was September 2024 and original
interest rate was 10.75 per cent. per annum along with a one-time additional
consideration of 0.75 per cent. of the aggregate original principal amount of
senior secured notes and 445,696 warrants exercisable into common stock of
OptiNose at a strike price of $6.72. Under the first two amendments to the
OptiNose note purchase agreement, amendments included re-tiered sales
covenants, permission for an equity issuance, amended amortisation and
make-whole provisions, and the issuance of new three-year warrants, with the
original warrants being canceled.
On 10 August 2022, the OptiNose note and purchase agreement was amended
resulting in re-tiered sales covenants in exchange for an amendment fee of
$780,000, payable upon repayment, of which the Company was allocated $429,000.
On 9 November 2022, OptiNose negotiated certain waivers in exchange for a
waiver fee, of which the Company earned $715,000 of the total $1.3 million
waiver fee. On 21 November 2022, OptiNose entered into an Amended and Restated
Note Purchase Agreement (the "A&R NPA"). As part of the A&R NPA,
Pharmakon revised the sales covenants, amended the amortisation and
make-whole, extended the maturity date to June 2027, and modified the loan
interest from a fixed rate of 10.75 per cent. to a floating rate equal to
3-month SOFR plus 8.5 per cent., subject to a 2.5 per cent. floor, in exchange
for an amendment fee.
From 5 March 2024 through 9 May 2024, the Company entered into three
amendments with OptiNose. The amendments collectively waived the no 'going
concern' requirement with respect to its financial statements until the end of
the 2025 fiscal year, extended the make-whole period by 6 months and revised
the sales and minimum liquidity covenants. The waiver of the no 'going
concern' requirement until the end of the 2025 fiscal year and the revised
minimum liquidity covenant were contingent on a successful equity raise.
OptiNose announced on 9 May 2024 a successful $55 million registered direct
offering. In connection with these amendments, OptiNose also issued 4.7
million shares in the aggregate to the Company and Private Fund in
satisfaction of approximately $4.7 million of outstanding amendment and waiver
fees to the Company and the Private Fund.
On 15 March 2024, the FDA approved XHANCE (flucticasone propionate) nasal
spray for the treatment of chronic rhinosinusitis with and without nasal
polyps in patients 18 years of age or older.
Investment type Total loan amount
Secured Loan $130m
Date invested Company commitment
12 September 2019 $72m
Maturity
June 2027
Bristol-Myers Squibb Company
On 8 December 2017, the Company's wholly-owned subsidiary entered into a
purchase, sale and assignment agreement with a wholly-owned subsidiary of
Royalty Pharma Investments ("RPI"), an affiliate of the Investment
Manager, for the purchase of a 50 per cent. Interest in a stream of
payments (the "Purchased Payments") acquired by RPI's subsidiary from
Bristol Myers Squibb Company (NYSE: BMY) through a purchase agreement
dated 14 November 2017.
As a result of the arrangements, RPI's subsidiary and the Company's
subsidiary are each entitled to the benefit of 50 per cent. of the
Purchased Payments under identical economic terms. The Purchased Payments
are linked to tiered worldwide sales of Onglyza and Farxiga, diabetes
agents marketed by AstraZeneca, and related products. The Company was
expected to fund $140 million to $165 million during 2018 through 2020,
determined by product sales over that period, and will receive payments from
2020 through 2025. The Purchased Payments are expected to generate
attractive risk-adjusted returns in the high single digits per annum. The
Company funded all of the Purchased Payments based on sales from 1 January
2018 to 31 December 2019 for a total of $162 million.
Investment type Total loan amount
Purchased Payments $324m
Date invested Company commitment
8 December 2017 $162m
Maturity
March 2026
REALISED INVESTMENTS
Amount Funded Repayment Date Gross IRR(1) Net IRR(2) Prepayment and Make-whole Fees
Immunocore 25.0 08/11/2024 14.6% 10.9% 1.0
Insmed 2022 140.0 31/10/2024 14.7% 11.0% -
UroGen 2022 50.0 13/03/2024 14.5% 10.9% -
Collegium 2022 325.0 28/07/2024 14.1% 10.5% -
Akebia (Total) 50.0 11.4% 8.5% 12.9
Akebia 10.0 15/07/2022 11.3% 8.5% 12.8
Akebia 40.0 29/01/2024 11.4% 8.5% 0.1
ImmunoGen 62.5 12/02/2024 60.2% 45.2% 13.2
Coherus (Total) 125.0 16.7% 12.5% 5.4
Coherus 87.5 01/04/2024 16.6% 12.5% 3.1
Coherus 37.5 08/05/2024 16.8% 12.6% 2.3
LumiraDx (Total) 176.0 -0.5% -0.4% -
LumiraDx 120.7 31/07/2024 0.4% 0.3% -
LumiraDx 20.1 31/07/2024 -21.9% -16.4% -
LumiraDx 35.2 31/07/2024 5.4% 4.0% -
Reata 62.5 05/09/2024 141.4% 106.1% 15.5
Immunocore
On 8 November 2022, the Company along with the Private Fund entered into a
senior secured loan agreement for up to $100 million with Immunocore Limited
("Immunocore") (Nasdaq: IMCR), a biopharmaceutical company focused on
developing a novel class of TCR bispecific immunotherapies designed to treat a
broad range of diseases, including cancer, infectious diseases and autoimmune
diseases. The Company and its subsidiaries funded $25 million of the first
tranche of $50 million on 8 November 2022. The remaining $50 million Tranche B
commitment, of which the Company's share was $25 million, expired without
being drawn. On 30 June 2024, Immunocore paid $625,000 to the Company in
additional consideration on the expiration of Tranche B. Tranche A was due to
mature in November 2028 and bore interest at 9.75 per cent. per annum along
with an additional consideration of 2.50 per cent. paid at funding. On 8
November 2024, Immunocore repaid the remaining $25 million of the balance that
was due to amortise to the Company and the Company received $1.1 million in
accrued interest and prepayment fees. The Company and its subsidiaries earned
a 14.6 per cent. gross internal rate of return1 and 10.9 per cent net internal
rate of return2 on its Immunocore investment.
Insmed 2022
On 19 October 2022, the Company along with the Private Fund entered into a
senior secured loan agreement for $350 million with Insmed Incorporated
("Insmed 2022") (Nasdaq: INSM), a biopharmaceutical company focused on
treating patients with serious and rare diseases. The Company and its
subsidiaries funded $140 million of the $350 million loan on 19 October 2022.
Insmed had elected the option to accrue 50 per cent. of their interest due
from closing through 30 September 2024 as a payment- in-kind as allowed in the
loan agreement. The loan was due to mature in October 2027 and bore interest
at a rate based upon the 3-month SOFR, plus 7.75 per cent. per annum subject
to a SOFR floor of 2.50 per cent. with a one-time additional consideration of
2 per cent. of the total loan amount paid at funding. On 31 October 2024, the
Insmed loan was refinanced in full. The Company and its subsidiaries earned a
14.7 per cent. gross internal rate of return1 and 11.0 per cent net internal
rate of return2 on its Insmed 2022 investment.
UroGen 2022
On 7 March 2022, the Company along with the Private Fund entered into a senior
secured loan agreement for up to $100 million with UroGen Pharma, Inc.
("UroGen 2022") (Nasdaq: URGN), a biopharmaceutical company dedicated to
creating novel solutions that treat urothelial and specialty cancers. UroGen
drew down $75 million at closing and the remaining $25 million on 16 December
2022. The Company and its subsidiaries funded $50 million across the two
tranches. The loan was due to mature in March 2027 and bore interest at
3-month LIBOR plus 8.25 per cent. per annum subject to a 1.25 per cent. floor
along with a one- time additional consideration of 1.75 per cent. of the total
loan amount paid at funding of the first tranche. On 29 June 2023, the Company
and the Private Fund entered into an amendment which modified the loan
interest rate to 3-month SOFR plus 8.25 per cent and an additional per annum
rate of 0.26161 per cent. On 13 March 2024, the UroGen loan was refinanced in
full as noted above. The Company and its subsidiaries earned a 14.5 per cent.
gross internal rate of return1 and 10.9 per cent net internal rate of return2
on its UroGen 2022 investment.
Collegium 2022
On 14 February 2022, the Company along with the Private Fund provided
Collegium Pharmaceutical, Inc. ("Collegium 2022") (Nasdaq: COLL), a
biopharmaceutical company focused on developing and commercialising new
medicines for responsible pain management, with a commitment to enter into a
new senior secured term loan agreement for $650 million. On 22 March 2022,
proceeds from the new loan were used to fund Collegium's acquisition of BDSI
as well as repay the outstanding debt of Collegium and BDSI. At closing, the
Company and its subsidiaries invested $325 million in a single drawing. The
four- year loan would have had $100 million in amortisation payments during
the first year and the remaining $550 million balance would have amortised in
equal quarterly installments. The loan was due to mature in March 2026 and
bore interest at 3-month LIBOR plus 7.50 per cent. per annum subject to a 1.20
per cent. floor along with a one-time additional consideration of 2 per cent.
of the loan amount paid upon signing and a one- time additional consideration
of 1 per cent. of the loan amount paid at funding. On 23 June 2023, the
Company and the Private Fund entered into an amendment which modified the loan
interest rate to 3-month SOFR plus 7.50 per cent. with a SOFR adjustment of
0.26161 per cent. On 28 July 2024, the Company along with the Private Fund
refinanced the Collegium 2022 loan in full and as noted above to, among other
things, modify the amortisation of the then outstanding balance of $320.8
million, provide a second tranche of up to $325 million to be drawn upon the
closing of an acquisition (40 per cent. of that to be invested by the Company)
and modify the terms reducing the coupon to 3-month SOFR plus 4.50 per cent.
per annum subject to a SOFR floor of 4.00 per cent. The Company and its
subsidiaries earned a 14.1 per cent. gross internal rate of return1 and 10.5
per cent net internal rate of return2 on its Collegium 2022 investment.
Akebia
On 11 November 2019, the Company along with the Private Fund entered into a
senior secured term loan agreement for up to $100 million with Akebia
Therapeutics, Inc. ("Akebia") (Nasdaq: AKBA), a fully integrated
biopharmaceutical company focused on the development and commercialisation of
therapeutics for people living with kidney disease. Akebia drew down $80
million at closing and an additional $20 million on 10 December 2020. The
Company and its subsidiaries funded $50 million across both tranches. The loan
was due to mature in November 2024 and bore interest at LIBOR plus 7.5 per
cent. per annum along with a one- time additional consideration of 2 per cent.
of the total loan amount paid at funding. The Akebia loan began amortising in
September 2022. On 15 July 2022, the Akebia loan was amended to provide Akebia
with certain waivers. As a result of this amendment, Akebia made a $25 million
pre-payment, of which $12.5 million went to the Company, as well as a 2 per
cent. prepayment fee. On 30 June 2023, the Company and the Private Fund
entered into an amendment which modified the loan interest rate to 3-month
SOFR plus 7.50 per cent. On 31 October 2023, the Akebia loan was amended to
extend the maturity of the senior secured loan to 31 March 2025, delayed the
payment of additional principal until 31 October 2024 and if certain
pre-specified events occurred, required Akebia to make payments of principal
commencing on the original maturity date through the new extended maturity
date and repay all unpaid principal that would have been due or payable on or
after 1 July 2024. On 29 January 2024, Akebia prepaid its remaining $17.5
million of the balance that was due to amortise to the Company and the Company
received $87,500 in prepayment fees. The Company and its subsidiaries earned a
11.4 per cent. gross internal rate of return1 and 8.5 per cent net internal
rate of return2 on its Akebia investment.
ImmunoGen
On 6 April 2023, the Company along with the Private Fund entered into a senior
secured loan agreement with ImmunoGen, Inc. ("ImmunoGen") for up to $125
million. ImmunoGen drew down $75 million at closing on 6 April 2023. The
Company and its subsidiaries funded $37.5 million. The loan would have matured
in April 2028 and bore interest at SOFR plus 8 per cent. (subject to a 2.75
per cent. floor), with an additional consideration of 2 per cent. of the total
loan amount paid at funding to the Company. On 30 November 2023, AbbVie
announced it had entered into a agreement to acquire ImmunoGen, Inc. The
ImmunoGen investment was marked up by $10.7 million as of 31 December 2023 to
account for the discounted value of the expected prepayment and the make-whole
fees. The ImmunoGen repayment was accompanied by prepayment and make-whole
fees totaling $13.1 million. On 12 February 2024, ImmunoGen repaid its
remaining $37.5 million balance to the Company and the Company received $13.2
million of accrued interest, additional consideration, and prepayment and make
whole fees. The Company and its subsidiaries earned a 60.2 per cent. gross
internal rate of return1 and 45.1 per cent net internal rate of return2 on its
ImmunoGen investment.
Coherus
On 5 January 2022, the Company along with the Private Fund entered into a
senior secured loan agreement for up to $300 million with Coherus BioSciences,
Inc. ("Coherus"), a biopharmaceutical company building a leading
immunooncology franchise funded with cash generated by its commercial
biosimilars business. The Company and its subsidiaries funded $125 million
across the first three tranches. The loan was due to mature in January 2027
and bore interest at 3-month SOFR plus 8.25 per cent. per annum subject to a 1
per cent. floor along with a one-time additional consideration of 2 per cent.
of the total loan amount paid at funding of the first tranche. On 6 February
2023, the Coherus loan was amended to allow for a short term waiver to the
sales covenant, as well switching the LIBOR component of the loan coupon to
SOFR. On 19 January 2024, Coherus announced that it had entered into a
Purchase and Sales Agreement with Sandoz Inc. (the "Purchase Agreement"). On 5
February 2024, Coherus announced that it had entered into a Consent, Partial
Release and Third Amendment to the Coherus loan agreement, under which certain
subsidiaries and assets of Coherus were released in connection with the
Purchase Agreement. Further, Coherus was permitted to make a partial
prepayment of the principal of the loans outstanding under the Coherus loan
agreement in the amount of $175 million of the outstanding principal balance
of $250 million, and the minimum net sales covenant was adjusted. On 1 April
2024, Coherus prepaid $87.5 million of its balance to the Company and the
Company received $3.1 million of accrued interest, additional consideration,
and prepayment and make-whole fees. On 10 May 2024, Coherus repaid its
remaining $37.5 million balance to the Company and the Company received $2.3
million of accrued interest and prepayment and make-whole fees. The Company
and its subsidiaries earned a 16.7 per cent. gross internal rate of return1
and 12.5 per cent net internal rate of return2 on its Coherus investment.
Reata
On 5 May 2023, the Company along with the Private Fund, entered into a senior
secured term loan agreement for up to $275 million with Reata Pharmaceuticals
Inc. ("Reata") originally due to mature in May 2028. Tranche A of $75 million
was funded at closing. Tranche B of $50 million and Tranche C of $75 million
were due to be drawn after achieving certain performance-based milestones, and
Tranche D of $75 million was originally due to be available at the Company's
discretion after achieving certain sales-based milestones. The loan had a
coupon of 3-month SOFR plus 7.50 per cent. (subject to a 2.50 per cent.
floor). There was also a 2 per cent. upfront fee upon each draw. The interest
only period for the loan was for 3 years but could have been extended to 4
years if trailing twelve month sales were greater than $250 million. The
Company's share of the transaction was $137.5 million, of which $37.5 million
was funded at closing. On 10 July 2023, the Company funded Tranche B of the
Reata loan for $25 million. On 28 July 2023, Inc. ("Biogen") Biogen announced
an agreement pursuant to which Biogen would acquire Reata for an enterprise
value of approximately $7.3 billion. The acquisition closed on 29 September
2023. As of the acquisition closing date, the Company received prepayments,
including $15.5 million in prepayment and make-whole fees.
LumiraDx
On 23 March 2021, the Company along with the Private Fund entered into a
senior secured loan agreement with LumiraDx for $300 million. The loan would
have matured in March 2024, had interest at 3-month SOFR plus 8 per cent. with
the ability to PIK anything above 8 per cent., and an additional consideration
of 2.5 per cent. of the total loan amount and 9 per cent. of the total loan
amount payable upon repayment. The Private Fund's Lender's allocation of the
transaction was $150 million. From 24 July 2023 to 9 November 2023, the
Company and the Private Fund funded $53 million of additional tranches to
LumiraDx. On 29 December 2023, LumiraDx announced the appointment of joint
administrators for two of its subsidiaries, and Roche Diagnostics Limited
("Roche") announced that it would acquire LumiraDx group's point-of-care
diagnostics platform business and certain related assets for $295 million. On
29 July 2024, FTI Consulting LLP ("FTI"), as the UK administrator for
LumiraDx, made an initial payment to the Company and the Private Fund of
$330.6 million, of which $165.3 million was received by the Company. On 31
October 2024, FTI returned $9.2 million to the Company and $9.2 million to the
Private Fund which included the agreed holdback amount under the Roche Sales
and Purchase Agreement. With the addition of cash interest received from
LumiraDx as of the end of Q3 2024, this equated to an approximate 96 per cent.
recovery rate of invested capital by the Company and the Private Fund. At the
end of 2024, the Company and the Private Fund received LumiraDx's share
ownership of LumiraDx's Colombian subsidiary, which it is seeking to sell.
Pedro Gonzalez de Cosio
Co-founder and CEO, Pharmakon
24 March 2025
(1) Gross IRR is set forth in the Glossary available in the full Annual
Report. Past performance is not an indication of future performance.
(2) Net IRR is set forth in the Glossary available in the full Annual Report.
Past performance is not an indication of future performance.
(3) Source: FactSet
END
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