Theratechnologies Announces Finalization of Amendments to Some of the Terms and Conditions of its Credit Agreement with Marathon
October 16 2023 - 7:30AM
Theratechnologies Inc. (“Theratechnologies” or the “Company”) (TSX:
TH) (NASDAQ: THTX), a biopharmaceutical company focused on the
development and commercialization of innovative therapies, today
announced that it has finalized all documentation giving effect to
the amendments to certain of the terms and conditions of its credit
agreement dated July 20, 2022, as amended from time to time (the
“Credit Agreement”), with certain funds and accounts for which
Marathon Asset Management, L.P. acts as investment manager
(collectively, “Marathon”).
The amendments to the Credit Agreement provide
for, inter alia:
- revising the
minimum liquidity requirements for all times following October 31,
2023 to be between US$15 million and US$20 million, based on
thresholds for adjusted EBITDA over the most recently ended four
fiscal quarters;
- revising the
minimum revenue requirements to be based on adjusted EBITDA-based
targets instead of quarterly revenue-based targets, beginning with
the quarter ending November 30, 2023;
- deleting the
prohibition against the Company having a going concern explanatory
paragraph in the opinion of the independent registered public
accounting firm of the Company that accompanies the Company’s
annual report.
As disclosed in its September 25, 2023, press
release, in consideration of the proposed amendments, the Company
agreed to (i) pay an amount equal to US$600,000, or 100 basis
points calculated on the outstanding principal amount of the funded
debt as of October 16, 2023 (US$60 million), which such amount was
added to the outstanding principal amount of the funded debt as
payment in kind ; and (ii) reprice the exercise price of the common
share purchase warrants (the “Warrants”) held by Marathon to
US$0.575 per share from US$1.45 per share. Following the share
consolidation completed on July 31, 2023, the exercise of four
Warrants and the payment of US$2.30 are required to subscribe to
one common share of Theratechnologies, for up to a maximum issuance
of 1,250,000 common shares. The Warrants can be exercised until
February 27, 2030.
About Theratechnologies
Theratechnologies (TSX: TH) (NASDAQ: THTX) is a biopharmaceutical
company focused on the development and commercialization of
innovative therapies addressing unmet medical needs. Further
information about Theratechnologies is available on the Company's
website at www.theratech.com, on SEDAR at www.sedarplus.ca and on
EDGAR at www.sec.gov.
Forward-Looking Information This press release
contains forward-looking statements and forward-looking information
(collectively, the “Forward-Looking Statements”), within the
meaning of applicable securities laws, that are based on our
management’s beliefs and assumptions and on information currently
available to our management. You can identify Forward-Looking
Statements by terms such as "may", "will", "should", "could",
“promising”, “would”, "outlook", "believe", "plan", "envisage",
"anticipate", "expect" and "estimate", or the negatives of these
terms, or variations of them. The Forward-Looking Statements
contained in this press release include, but are not limited to,
statements regarding the compliance by the Company to the Credit
Agreement and the exercise by Marathon of the Warrants. Although
the Forward-Looking Statements contained in this press release are
based upon what the Company believes are reasonable assumptions in
light of the information currently available, investors are
cautioned against placing undue reliance on this information since
actual results may vary from the forward-looking information.
Certain assumptions made in preparing the Forward-Looking
Statements include that: the Company will comply with the revised
terms and conditions of the Credit Agreement and the other terms
and conditions contained therein, sales of the Company’s products
will continue to grow in the United States, and no event will occur
that would adversely impact the financial results of the Company.
Forward-Looking Statements are subject to a number of risks and
uncertainties, many of which are beyond Theratechnologies’ control
that could cause actual results to differ materially from those
that are disclosed in or implied by such Forward-Looking
Statements. These risks and uncertainties include, but are not
limited to, those related to or arising from: non-compliance by the
Company with the terms and conditions of the Credit Agreement; a
change in regulations; product recalls; unanticipated chargebacks
and rebates having an adverse impact on net revenues and our
financial results, including our “adjusted EBITDA”. We refer
current and potential investors to the “Risk Factors” section of
our Annual Information Form dated February 27, 2023, available on
SEDAR at www.sedarplus.ca and on EDGAR at www.sec.gov as an exhibit
to our report on Form 40-F dated February 28, 2023, under
Theratechnologies’ public filings for additional risks involved in
our business. The reader is cautioned to consider these and other
risks and uncertainties carefully and not to put undue reliance on
Forward-Looking Statements. Forward-Looking Statements reflect
current expectations regarding future events and speak only as of
the date of this press release and represent our expectations as of
that date.
We undertake no obligation to update or revise
the information contained in this press release, whether as a
result of new information, future events or circumstances or
otherwise, except as may be required by applicable law.
Contacts:
Investor Inquiries:Philippe Dubuc Senior Vice
President and Chief Financial Officer
pdubuc@theratech.com438-315-6608
Media Inquiries:Julie SchneidermanSenior
Director, Communications & Corporate
Affairscommunications@theratech.com1-514-336-7800
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