Mesoblast and Oaktree Capital Enter Into Refinancing and Expansion of Senior Debt Facility
November 21 2021 - 7:31PM
Mesoblast Limited (Nasdaq:MESO; ASX:MSB), global leader in
allogeneic cellular medicines for inflammatory diseases, today
announced that it has successfully refinanced its existing senior
debt facility with a new US$90 million five year facility provided
by funds managed by Oaktree Capital Management, L.P. (“Oaktree”).
Mesoblast drew the first tranche of US$60 million on closing,
with proceeds being used to repay the outstanding balance of the
existing senior debt facility with Hercules Capital, Inc. Up to an
additional US$30 million may be drawn on or before December 31,
2022, subject to certain milestones. The facility has a three-year
interest only period, at a rate of 9.75% per annum, after which
time 40% of the principal amortizes over two years and a final
payment due November 2026. Oaktree will also receive warrants to
purchase 1,769,669 American Depositary Shares (ADSs)1 at US$7.26
per ADS, a 15% premium to the 30-day VWAP. The warrants may be
exercised within 7 years of issuance.
“We are pleased to have leading global investment management
firm Oaktree as our new financing partner as we focus on bringing
our first product to the US market. Oaktree has a demonstrated
partnership approach to innovative companies, making it an
excellent fit to support Mesoblast’s commercial growth strategy
over the next five years,” said Silviu Itescu, Chief Executive of
Mesoblast.
Aman Kumar, Co-Portfolio Manager of Life Sciences Lending at
Oaktree said, “We are delighted to partner with Mesoblast at this
point in its development. We recognize the quality of the portfolio
and the significant near-term milestones that could help the
company successfully commercialize its first product in the
US.”
Cantor Fitzgerald & Co. acted as exclusive arranger and
financial advisor to Mesoblast in this transaction.
About Mesoblast Mesoblast is a world leader in
developing allogeneic (off-the-shelf) cellular medicines for the
treatment of severe and life-threatening inflammatory conditions.
The Company has leveraged its proprietary mesenchymal lineage cell
therapy technology platform to establish a broad portfolio of
late-stage product candidates which respond to severe inflammation
by releasing anti-inflammatory factors that counter and modulate
multiple effector arms of the immune system, resulting in
significant reduction of the damaging inflammatory process.
Mesoblast has a strong and extensive global intellectual
property portfolio with protection extending through to at least
2041 in all major markets. The Company’s proprietary manufacturing
processes yield industrial-scale, cryopreserved, off-the-shelf,
cellular medicines. These cell therapies, with defined
pharmaceutical release criteria, are planned to be readily
available to patients worldwide.
Mesoblast is developing product candidates for distinct
indications based on its remestemcel-L and rexlemestrocel-L stromal
cell technology platforms. Remestemcel-L is being developed for
inflammatory diseases in children and adults including steroid
refractory acute graft versus host disease and moderate to severe
acute respiratory distress syndrome. Rexlemestrocel-L is in
development for advanced chronic heart failure and chronic low back
pain. Two products have been commercialized in Japan and Europe by
Mesoblast’s licensees, and the Company has established commercial
partnerships in Europe and China for certain Phase 3 assets.
Mesoblast has locations in Australia, the United States and
Singapore and is listed on the Australian Securities Exchange (MSB)
and on the Nasdaq (MESO). For more information, please see
www.mesoblast.com, LinkedIn: Mesoblast Limited and Twitter:
@Mesoblast
About Oaktree Oaktree is a leader among global
investment managers specializing in alternative investments, with
$158 billion in assets under management as of September 30, 2021.
The firm emphasizes an opportunistic, value-oriented and
risk-controlled approach to investments in credit, private equity,
real assets and listed equities. The firm has over 1,000 employees
and offices in 19 cities worldwide. For additional
information, please visit Oaktree’s website
at http://www.oaktreecapital.com/.
Forward-Looking StatementsThis press release
includes forward-looking statements that relate to future events or
our future financial performance and involve known and unknown
risks, uncertainties and other factors that may cause our actual
results, levels of activity, performance or achievements to differ
materially from any future results, levels of activity, performance
or achievements expressed or implied by these forward-looking
statements. We make such forward-looking statements pursuant to the
safe harbor provisions of the Private Securities Litigation Reform
Act of 1995 and other federal securities laws. Forward-looking
statements should not be read as a guarantee of future performance
or results, and actual results may differ from the results
anticipated in these forward-looking statements, and the
differences may be material and adverse. Forward- looking
statements include, but are not limited to, statements about:
Mesoblast’s ability to meet the necessary conditions and milestones
to draw down on the facility; the initiation, timing, progress and
results of Mesoblast’s preclinical and clinical studies, and
Mesoblast’s research and development programs; Mesoblast’s ability
to advance product candidates into, enroll and successfully
complete, clinical studies, including multi-national clinical
trials; Mesoblast’s ability to advance its manufacturing
capabilities; the timing or likelihood of regulatory filings and
approvals, manufacturing activities and product marketing
activities, if any; the commercialization of Mesoblast’s product
candidates, if approved; regulatory or public perceptions and
market acceptance surrounding the use of stem-cell based therapies;
the potential for Mesoblast’s product candidates, if any are
approved, to be withdrawn from the market due to patient adverse
events or deaths; the potential benefits of strategic collaboration
agreements and Mesoblast’s ability to enter into and maintain
established strategic collaborations; Mesoblast’s ability to
establish and maintain intellectual property on its product
candidates and Mesoblast’s ability to successfully defend these in
cases of alleged infringement; the scope of protection Mesoblast is
able to establish and maintain for intellectual property rights
covering its product candidates and technology; estimates of
Mesoblast’s expenses, future revenues, capital requirements and its
needs for additional financing; Mesoblast’s financial performance;
developments relating to Mesoblast’s competitors and industry; and
the pricing and reimbursement of Mesoblast’s product candidates, if
approved. You should read this press release together with our risk
factors, in our most recently filed reports with the SEC or on our
website. Uncertainties and risks that may cause Mesoblast’s actual
results, performance or achievements to be materially different
from those which may be expressed or implied by such statements,
and accordingly, you should not place undue reliance on these
forward-looking statements. We do not undertake any obligations to
publicly update or revise any forward-looking statements, whether
as a result of new information, future developments or
otherwise.
Release authorized by the Chief Executive.
For more information, please contact:
Corporate Communications / Investors |
Media |
Paul Hughes |
Sumit Media |
T: +61 3 9639 6036 |
Grant Titmus |
E: investors@mesoblast.com |
T: +61 419 388 161 |
|
E: grant@sumitmedia.com.au |
|
|
|
Rubenstein |
|
Alex Davis-Isaac |
|
E:
adavisisaac@rubenstein.com |
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1 The warrants will be issued under a prospectus to be lodged
with ASIC under which the warrants will be offered to Oaktree. The
agreement to issue the warrants is subject to approval of Mesoblast
shareholders if required at the time of issue for the purposes of
the 15% placement limit in Listing Rule 7.1.
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