AstraZeneca intends to price seven tranches of notes

By Rebecca Melvin

Concord, N.H., May 24 – AstraZeneca plc intends to offer notes in two tranches due in 2023 and 2051, and AstraZeneca Finance LLC intends to offer five additional tranches of notes, guaranteed by AstraZeneca plc, according to a 424B2 filing with the Securities and Exchange Commission.

The five additional tranches include fixed-rate notes due 2024, 2026, 2028 and 2031 and floating-rate notes due 2024. The floating-rate notes will bear interest at SOFR plus a margin.

The company may redeem the notes of any series, in whole or in part, from time to time. The notes are also redeemable in whole, but not in part, upon the occurrence of certain tax events.

Joint bookrunners for the offering are Goldman Sachs & Co. LLC, J.P. Morgan Securities and Morgan Stanley.

The proceeds from the 2023 notes, the 2051 notes, and the AstraZeneca Finance 2026 notes, 2028 notes and 2031 notes, referred to as the special mandatory redemption notes, will be used to fund a portion of the purchase price for the acquisition of Alexion Pharmaceuticals Inc., pursuant to a plan of merger entered into on Dec. 12, 2020. The proceeds will also be used pay or refinance a portion of Alexion’s debt and related fees and expenses, with any remaining proceeds for general corporate purposes, which may include debt refinancing.

The proceeds of the AstraZeneca Finance 2024 notes and floating-rate notes will be used to fund a portion of the purchase price for the Alexion acquisition, to pay or refinance a portion of Alexion’s debt and to pay related fees and expenses, should the acquisition proceed, or for general corporate purposes, which may include the refinancing of existing debt.

AstraZeneca may temporarily invest funds that are not immediately needed for these purposes in short-term investments, including marketable securities. The offering is not conditioned upon the consummation of the Alexion acquisition. However, if the acquisition does not occur on or before March 12, 2022 the company will be required to redeem the special mandatory redemption notes outstanding at 101% of the principal amount plus accrued and unpaid interest.

The company intends to list the notes on the Nasdaq stock market.

The biopharmaceutical company is based in Cambridge, U.K.

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