Endo International opts for revolver draw for Auxilium purchase

By Sara Rosenberg

New York, Jan. 20 – Endo International plc intends to borrow funds under its revolving credit facility to help finance the acquisition of Auxilium Pharmaceuticals Inc. as opposed to getting a new $500 million incremental term loan as initially planned, according to a market source.

Other funds for the acquisition will come from new senior notes and cash on hand.

Under the agreement, Endo is buying Auxilium for $33.25 per share in cash and stock. Auxilium stockholders may elect one of three options with respect to transaction consideration: 100% equity, which equates to 0.488 of an Endo share per Auxilium share; 100% cash, which equates to $33.25 per Auxilium share; or a standard election of an equal mix of $16.625 in cash and 0.244 of an Endo share per Auxilium share. The total cash consideration will not exceed 50% of the total equity value, and the equity consideration will not exceed 75% of the total equity value.

The transaction is valued at $2.6 billion, including the repayment and assumption of debt.

Closing is expected in the first half of 2015, subject to the approval of Auxilium’s stockholders, regulatory approval in the United States and certain other jurisdictions, and other customary conditions.

Endo is a Dublin-based specialty health care company that has U.S. headquarters in Malvern, Pa. Auxilium is a Chesterbrook, Pa.-based specialty biopharmaceutical company.

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