aibioHalozyme expands revolver to $750,000,000 and proposes two $650 million convertible note offerings
Tickers HALO
Halozyme amended its credit agreement to raise the revolver to $750,000,000, with nothing drawn. It also proposed two $650 million convertible note offerings, with terms to be set at pricing.
Key facts
- Company
- Halozyme Therapeutics, Inc. (NASDAQ: HALO)
- News type
- Debt Financing
- Primary source
- HALOZYME THERAPEUTICS, INC. Form 8-K filed November 5, 2025 (SEC EDGAR)
Halozyme Therapeutics, Inc. (Nasdaq: HALO) amended its credit agreement on November 5, 2025, raising total revolving commitments to $750,000,000 and extending the existing facility's maturity. The same day, the company said it proposes two series of convertible senior notes, $650 million due 2031 and $650 million due 2032. The company reports $0 of outstanding borrowings under the credit agreement after the amendment. The terms are in a Form 8-K filed November 5, 2025.
The revolver amendment
The 8-K describes Amendment No. 3 to the credit agreement dated May 24, 2022. The lenders and Bank of America, N.A., as administrative agent and swing line lender, are party to it, along with Halozyme, Inc. and other subsidiaries as guarantors. The amendment extended the maturity of the existing revolver and added commitments, so the amended facility totals $750,000,000. It matures on the earlier of November 5, 2030 and the springing revolver maturity date.
Borrowings bear interest at an applicable margin plus either Term SOFR or a base rate. The base rate is the highest of the federal funds rate plus 0.50%, the Bank of America prime rate, one-month Term SOFR plus 1.00%, and 1.00%. The margin runs from 0.25% to 1.25% on base rate loans and from 1.25% to 2.25% on Term SOFR loans, depending on the consolidated total net leverage ratio.
The credit agreement carries financial covenants. Halozyme must keep a maximum consolidated net leverage ratio of 4.50 to 1.00 and a minimum consolidated interest coverage ratio of 3.00 to 1.00, tested at the end of each fiscal quarter. After a material acquisition, the leverage limit rises by 0.50 to 1.00, to no more than 5.00 to 1.00, for three fiscal quarters. The agreement also allows an expansion, such as a term loan or a larger revolver, if the consolidated secured net leverage ratio does not exceed 3.50 to 1.00 on a pro forma basis.
The proposed notes
The press release says Halozyme intends to offer $650 million of convertible senior notes due 2031 and $650 million due 2032. It expects to grant the initial purchasers a 13-day option to buy up to an additional $100 million of each series. The notes are senior, unsecured obligations that pay interest semi-annually. The 2031 notes mature on February 15, 2031, and the 2032 notes on November 15, 2032, unless redeemed, repurchased or converted earlier.
The notes would be offered only to qualified institutional buyers under Rule 144A. Halozyme will settle conversions in cash, in shares of common stock or in a mix, at its election. The conversion rate and the interest rate will be set at pricing, in negotiations with the initial purchasers. The offering is subject to market conditions.
Halozyme says it intends to use part of the net proceeds to buy capped calls with one or more financial institutions, which it says are generally expected to reduce potential dilution to common stock on conversion. It also plans to repurchase some of its existing 0.25% convertible senior notes due 2027 and 1.00% convertible senior notes due 2028 for cash, in privately negotiated transactions with certain holders. The rest would go to general corporate purposes, including working capital, capital expenditures, potential acquisitions and strategic transactions.
The 8-K and the release do not name the initial purchasers, and they do not name the financial institutions that would sell the capped calls. The 8-K names Bank of America, N.A. only as the agent under the existing credit agreement.
What the company is
The press release describes Halozyme as the innovator of ENHANZE drug delivery technology, which uses the enzyme rHuPH20 to deliver injected drugs under the skin.
Nicole LaBrosse, chief financial officer, signed the 8-K for Halozyme on November 5, 2025.
Halozyme's annual report for 2024 put its consolidated indebtedness, net of debt discount, at $1,505.8 million at December 31, 2024, including $805.0 million principal of the 2027 notes and $720.0 million principal of the 2028 notes. In the same report the company lists the risks of that debt: it may limit further borrowing, require cash flow for debt service and leave Halozyme more vulnerable to adverse economic and industry conditions. It also warns that converting the notes may dilute existing stockholders.