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Royalty Pharma 8-K Report, Material Agreement (Jun 4, 2024)

Reports
Material Agreements·Exhibits & Filings
Filing Date
Filed June 4, 2024
Period End
June 3, 2024
Security
RPRX
In the record · 2020–202610-K610-Q208-K80

RPRX filed 6 annual reports (10-K), 20 quarterly reports (10-Q) and 80 current reports (8-K) between 2020 and 2026.

  1. Material agreement8-K · Jul ’21Jul ’21
  2. Impairment8-K · Dec ’22Dec ’22
  3. Material agreement8-K · May ’26May ’26

01—Abstract

Summary

Summary of the 8-K filed June 4, 2024. Cited figures are marked; the original filing is the authoritative source.

Royalty Pharma plc (RPRX) filed a Current Report on Form 8-K reporting that on June 3, 2024 it entered into an underwriting agreement for a registered public offering of senior notes.

The Issuer, Royalty Pharma plc, agreed to issue and sell $500 milliona aggregate principal amount each of its 5.150% Senior Notes due 2029, 5.400% Senior Notes due 2034, and 5.900% Senior Notes due 2059, totaling $1.5 billion in principal. The offering is being made under an effective Form S-3 shelf registration statement (Registration File No. 333-279905). The Notes will be guaranteed on a senior unsecured basis by Royalty Pharma Holdings Ltd, the Guarantor named in the agreement.

The underwriters are BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and TD Securities (USA) LLC, acting as representatives of the several underwriters. The offering is expected to close on June 10, 2024, subject to customary closing conditions.

The filing is limited to this debt issuance and its related exhibits: the Underwriting Agreement (Exhibit 1.1) and the cover page Interactive Data File (Exhibit 104). It does not contain financial results or other operating information.

02—Key points

Key Highlights

  1. Royalty Pharma plc agreed on June 3, 2024 to issue and sell $1.5 billion in aggregate senior notes in a registered public offering.
  2. Three tranches of $500 million each: 5.150% Senior Notes due 2029, 5.400% Senior Notes due 2034, and 5.900% Senior Notes due 2059.
  3. The Notes are guaranteed on a senior unsecured basis by Royalty Pharma Holdings Ltd.
  4. The offering is being made under an effective Form S-3 shelf registration statement (File No. 333-279905).
  5. Five underwriters act as representatives: BofA Securities, Citigroup Global Markets, J.P. Morgan Securities, Morgan Stanley & Co. and TD Securities (USA).
  6. Closing is expected on June 10, 2024, subject to customary closing conditions.
  7. The Underwriting Agreement is filed as Exhibit 1.1, with the cover page Interactive Data File as Exhibit 104.

03—Questions

Frequently Asked Questions

  1. What securities is Royalty Pharma issuing?

    The company agreed to issue and sell $500 million of 5.150% Senior Notes due 2029, $500 million of 5.400% Senior Notes due 2034, and $500 million of 5.900% Senior Notes due 2059, for a combined $1.5 billion aggregate principal amount.

  2. Who guarantees the notes?

    The notes will be guaranteed on a senior unsecured basis by Royalty Pharma Holdings Ltd, which is named as the Guarantor in the Underwriting Agreement.

  3. Under what registration is the offering being made?

    The offering is a registered public offering made under an effective shelf registration statement on Form S-3, Registration File No. 333-279905.

  4. When is the offering expected to close?

    The offering is expected to close on June 10, 2024, subject to the satisfaction of customary closing conditions.

  5. Who are the underwriters?

    BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and TD Securities (USA) LLC act as representatives of the several underwriters listed on Schedule I to the Underwriting Agreement.

04—Continue

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