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Autolus issues $75.0 million of notes under up to $250.0 million Perceptive facility

Tickers AUTL

The senior secured notes mature July 30, 2031. Perceptive also received a warrant for up to 3,500,000 American Depositary Shares at $1.9314 each.

Key facts

Company
Autolus Therapeutics plc (NASDAQ: AUTL)
News type
Financings
Primary source
Autolus Therapeutics plc 8-K (2026-08-03)
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Autolus Therapeutics plc (Nasdaq: AUTL) entered into a Note Purchase Agreement and Guaranty on July 30, 2026. The agreement sets up a senior secured notes facility of up to $250.0 million. On the closing date the company issued the first tranche, $75.0 million in aggregate principal amount, as Tranche 1 Notes. The company reported the deal in a Form 8-K filed on August 3, 2026.

Who is named

The 8-K names Perceptive Credit Holdings V, LP as administrative agent for the noteholders. Perceptive is also the counterparty to a registration rights agreement signed the same day, and it holds the warrant. Wholly owned subsidiaries guarantee the obligations, including Autolus Holdings (UK) Limited, Autolus Limited, Autolus Inc. and Autolus GmbH as of the closing date. The 8-K does not name the noteholders who are party to the agreement. It names no placement agent, underwriter or financial adviser, and it names no law firm for either side. It does not state the amount of the upfront fees the company paid when it issued the Tranche 1 Notes.

The notes

The facility allows up to $175.0 million more in three tranches. Tranche 2 is up to $25.0 million and is available through January 30, 2027. Tranches 3 and 4 are up to $75.0 million each, and each becomes available only if the company reaches certain Consolidated Net Revenue levels before July 31, 2028 and January 31, 2030, respectively.

The notes mature on July 30, 2031. Interest is payable monthly in arrears at a margin of 6.75% to 7.25%, set by trailing twelve-month Consolidated Net Revenue, plus the greater of one-month term SOFR and 3.50%. The interest rate rises by an additional 4.00% a year during an event of default, if the agent requests it, or automatically after a payment or bankruptcy default. There are no scheduled principal payments before maturity. Early redemption carries a premium of 1% to 8%.

The 8-K says the company's obligations are secured by a first priority perfected security interest on substantially all existing and after-acquired assets of the company and its subsidiary guarantors, subject to customary exceptions.

Covenants and warrants

The agreement requires the company to keep a Minimum Liquidity Amount at all times before maturity. The amount ranges from $12.5 million to $50.0 million, depending on Consolidated Net Revenue and market capitalization thresholds. It also requires Consolidated Net Revenue of at least the amounts specified on set calculation dates.

At closing, the company issued Perceptive a warrant for up to 3,500,000 American Depositary Shares, with an exercise price of $1.9314 per ADS. The 8-K describes that price as a 25% premium to the 30-day volume weighted average sale price of the ADSs on Nasdaq before the closing date. Each of the Tranche 3 and Tranche 4 notes brings a further warrant for up to 2,500,000 ADSs, priced at the 30-day volume weighted average before each issuance. All the warrants expire on July 30, 2036. They can be exercised on a cashless or net basis. Under the registration rights agreement, the company must file a resale registration statement within 45 calendar days of the closing date.

The company's finances

The 8-K does not say what the company will use the $75.0 million for, and it does not state a cash balance at any date. The most recent full-year figures in the annual report filed on March 27, 2026 show a net loss of $287.5 million for 2025, up from $220.7 million in 2024. Cash used in operations was $283.6 million in 2025, against $206.3 million in 2024. Research and development expense fell to $117.7 million in 2025 from $138.4 million in 2024.

At the end of 2024, the company reported cash and cash equivalents of $227.4 million and short-term investments of $360.6 million. Revenue for 2024 was $10.1 million.

The company's business centers on AUCATZYL, an approved T cell therapy for adults with relapsed or refractory B-cell precursor acute lymphoblastic leukemia. The FDA approved it in November 2024, according to the annual report.

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