BioMarin Announces Pricing of Private Offering of Senior Notes and Completion of Syndication of New Senior Secured Term Loan Facility

Rhea-AI Summary

BioMarin (NASDAQ: BMRN) priced an $850 million offering of 5.500% senior unsecured notes due 2034 at 100% with expected close on February 12, 2026, and completed syndication of a $2.0 billion Term Loan B facility.

The company also has a $800 million Term Loan A and expects a $600 million revolver; proceeds and borrowings will fund the pending acquisition of Amicus and related fees. Notes proceeds will be held in escrow and must be redeemed if the acquisition is not completed by December 19, 2026.

Positive

• Issued $850M senior unsecured notes at par (5.500% due 2034)
• Completed syndication of a $2.0B Term Loan B facility
• New secured credit package totals $3.4B in term and revolver capacity
• Proceeds structured to fund the Amicus acquisition and related costs

Negative

• Special mandatory redemption if acquisition not completed by Dec 19, 2026
• Indenture covenants restrict additional debt, dividends and asset sales
• Notes and facilities are subject to subsidiary guarantees, expanding secured obligations
• Notes are restricted to qualified institutional buyers or non-U.S. investors

News Market Reaction – BMRN

-0.79%

1 alert

-0.79% News Effect

On the day this news was published, BMRN declined 0.79%, reflecting a mild negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Senior notes amount: $850 million Coupon rate: 5.500% Term Loan B facility: $2 billion +5 more

8 metrics

Senior notes amount $850 million 5.500% senior unsecured notes due 2034

Coupon rate 5.500% Interest rate on senior unsecured notes due 2034

Term Loan B facility $2 billion New senior secured Term Loan B Facility for Amicus acquisition

Term Loan A facility $800 million Senior secured Term Loan A Facility as part of New Credit Facilities

Revolving credit facility $600 million New senior secured revolving credit facility

Optional revolver draw $150 million Potential additional borrowing under New Revolving Facility

Issue price 100.000% Issue price of the 5.500% senior unsecured notes

Redemption price 100% of initial issue price Special mandatory redemption if Amicus deal not completed by Dec 19, 2026

Market Reality Check

Price: $61.44 Vol: Volume 1,686,839 vs 20-da...

normal vol

$61.44 Last Close

Volume Volume 1,686,839 vs 20-day average 2,030,737, indicating slightly lighter trading ahead of this financing news. normal

Technical Shares at 56.68, trading slightly above the 200-day MA of 56.67, near a longer-term equilibrium level.

Peers on Argus

BMRN was modestly lower (-0.3%) before this announcement, while key biotech peer...

BMRN was modestly lower (-0.3%) before this announcement, while key biotech peers like ASND -6.8%, EXEL -1.98%, SMMT -1.51%, and BBIO -1.1% also traded down, suggesting broader biotech softness rather than a financing-specific sector move.

Previous Private placement,offering Reports

1 past event · Latest: Jan 26 (Neutral)

Same Type Pattern 1 events

Date	Event	Sentiment	Move	Catalyst
Jan 26	Acquisition financing plan	Neutral	+1.0%	Outlined proposed $850M notes and new credit facilities to fund Amicus deal.

Pattern Detected

The prior Amicus-related financing announcement on Jan 26 saw a modest positive reaction of 1.01%, indicating the market previously digested similar funding plans without pronounced volatility.

Recent Company History

Over recent months, BioMarin has combined strategic financing with corporate development. On Jan 26, 2026, it announced a proposed private offering of $850 million notes and new credit facilities to fund the pending Amicus acquisition, which coincided with a 1.01% share gain. Earlier updates focused on leadership changes, strategic partnerships, and conference presentations. Today’s announcement advances that same financing package from a proposed to a priced transaction, reinforcing the acquisition funding roadmap first outlined in late January.

Historical Comparison

+1.0% avg move · BMRN’s only similar financing update in 6 months, on Jan 26, saw an average move of 1.01%. Today’s p...

private placement,offering

+1.0%

Average Historical Move private placement,offering

BMRN’s only similar financing update in 6 months, on Jan 26, saw an average move of 1.01%. Today’s pricing of the same notes and finalized term loan syndication continues that Amicus-focused funding pattern.

The financing has progressed from a proposed private offering and launched syndication to a priced $850M note deal and completed Term Loan B syndication, all tied to funding the pending Amicus acquisition.

Market Pulse Summary

This announcement finalizes key elements of BioMarin’s Amicus acquisition financing, moving from a p...

Analysis

This announcement finalizes key elements of BioMarin’s Amicus acquisition financing, moving from a proposed structure to priced $850M 5.500% senior unsecured notes and a syndicated $2B Term Loan B facility, alongside an $800M Term Loan A and $600M revolver. A prior update on Jan 26 saw a 1.01% move, suggesting the framework was already partially reflected. Investors may monitor closing of the acquisition, debt levels, and adherence to covenants within the new credit facilities.

Key Terms

senior unsecured notes, senior secured term loan b facility, senior secured term loan a facility, revolving credit facility, +4 more

8 terms

senior unsecured notes financial

"it priced its previously announced offering of $850 million of 5.500% senior unsecured notes due 2034"

Senior unsecured notes are a type of loan a company borrows from investors, promising to pay back with interest. They are called "unsecured" because they aren’t backed by specific assets like buildings or equipment, but "senior" because they are paid back before other debts if the company gets into trouble. Investors see them as a relatively safer way for companies to raise money.

senior secured term loan b facility financial

"it completed the syndication of a new $2 billion senior secured term loan "B" facility"

A senior secured term loan B facility is a large, fixed-length bank loan that a company borrows against specific assets as collateral and that ranks high in repayment priority if the company runs into financial trouble. Think of it like a long-term mortgage with a higher interest rate, often held by institutional lenders; investors watch it because its size, interest cost and repayment schedule directly affect a company’s financial risk and ability to pay shareholders.

senior secured term loan a facility financial

"in addition to a $800 million senior secured term loan "A" facility"

A senior secured term loan A facility is a bank-style loan where a company borrows a fixed amount and repays it on a set schedule; the loan is backed by specific company assets (secured) and has first claim over those assets ahead of other creditors (senior). For investors it matters because it creates near-term cash obligations, reduces the asset cushion available to equity or junior creditors, and sets repayment and interest priority—like a mortgage that must be paid down first, which affects the company’s financial risk and reward profile.

revolving credit facility financial

"and a $600 million senior secured revolving credit facility into which BioMarin expects to enter"

A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.

escrow account financial

"Gross proceeds from the issuance of the Notes will be deposited into an escrow account at the closing"

An escrow account is a neutral holding account run by an independent third party where cash, shares, or documents are kept until specific contract conditions are met — like a referee holding the ball until both teams agree the play is fair. Investors care because escrows reduce counterparty risk in deals (mergers, stock purchases, property transactions), ensuring payments or assets are released only when agreed terms are satisfied.

indenture regulatory

"The indenture governing the Notes is expected to contain customary covenants"

An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.

rule 144a regulatory

"reasonably believed to be "qualified institutional buyers" as defined in Rule 144A under the Securities Act"

Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.

regulation s regulatory

"non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act"

Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

AI-generated analysis. Not financial advice.

SAN RAFAEL, Calif., Jan. 29, 2026 /PRNewswire/ -- BioMarin Pharmaceutical Inc. (NASDAQ: BMRN) ("BioMarin") announced today that it priced its previously announced offering of $850 million of 5.500% senior unsecured notes due 2034 (the "Notes"). The issue price of the Notes is 100.000%. The offering is expected to close on February 12, 2026, subject to the satisfaction of customary closing conditions.

BioMarin also announced that, in connection with the pending acquisition (the "Acquisition") of Amicus Therapeutics, Inc. ("Amicus"), it completed the syndication of a new $2 billion senior secured term loan "B" facility (the "Term Loan B Facility"), which Term Loan B Facility is in addition to a $800 million senior secured term loan "A" facility (the "Term Loan A Facility" and, together with the Term Loan B Facility, the "Term Facilities"), and a $600 million senior secured revolving credit facility into which BioMarin expects to enter in connection with the Acquisition (the "New Revolving Facility" and, together with the Term Facilities, the "New Senior Secured Credit Facilities").

BioMarin intends to use the net proceeds from the offering of the Notes, together with borrowings under the Term Facilities and cash on hand, to fund the consideration payable in connection with the Acquisition and related fees and expenses in connection with the Acquisition, the borrowings under the New Senior Secured Credit Facilities, and the issuance of the Notes. The company may also borrow up to $150 million under the New Revolving Facility to pay such fees and expenses.

Gross proceeds from the issuance of the Notes will be deposited into an escrow account at the closing of the Offering, pending consummation of the Acquisition. In the event that the Acquisition is not completed on or prior to December 19, 2026, or upon the occurrence of certain other events, BioMarin will be required to redeem all of the Notes at a redemption price equal to 100% of the initial issue price of the Notes plus accrued and unpaid interest from the date of issuance, or the most recent date to which interest has been paid or provided for, to but excluding the special mandatory redemption date.

The Notes will be jointly and severally guaranteed by certain of BioMarin's subsidiaries that will guarantee the obligations under the New Senior Secured Credit Facilities, including, after the closing of the Acquisition, Amicus and certain of its subsidiaries that will guarantee the obligations under the New Senior Secured Credit Facilities.

The indenture governing the Notes is expected to contain customary covenants that, among other things, restrict, with certain exceptions, the ability of each of BioMarin and its subsidiaries to incur additional debt, pay dividends, make certain other restricted payments, incur debt secured by liens, dispose of assets, engage in consolidations and mergers or sell or transfer all or substantially all of its assets.

The Notes have not been, and will not be, registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state or other securities laws and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from the registration requirements of or in a transaction not subject to the Securities Act and any state or other applicable securities laws. Accordingly, the offering of the Notes is available only to a limited number of persons who are either (1) reasonably believed to be "qualified institutional buyers" as defined in Rule 144A under the Securities Act or (2) non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act. The Notes will be subject to restrictions on transferability and resale and may not be transferred or resold except in compliance with the registration requirements of the Securities Act or pursuant to an exemption therefrom and in compliance with any state or other applicable securities laws.

This press release is for information purposes only and is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. This press release contains information about the pending offering of the Notes, and there can be no assurance that the offering will be completed. The offering of the Notes may be made only by means of an offering memorandum.

About BioMarin

BioMarin is a leading, global rare disease biotechnology company focused on delivering medicines for people living with genetically defined conditions. Founded in 1997, the San Rafael, California-based company has a proven track record of innovation, with eight commercial therapies and a strong clinical and preclinical pipeline. Using a distinctive approach to drug discovery and development, BioMarin seeks to unleash the full potential of genetic science by pursuing category-defining medicines that have a profound impact on patients.

Forward-Looking Statements

This press release contains forward-looking statements about the proposed offering of the Notes, the entry into the New Senior Secured Credit Facilities, BioMarin's intention to issue the Notes, and the expected use of proceeds. These forward-looking statements are predictions and involve risks and uncertainties such that actual results may differ materially from these statements. These risks and uncertainties include, among others, the timing to consummate the proposed Notes offering, New Senior Secured Credit Facilities and Acquisition, and the risk that such transactions may not close, as well as those factors detailed in BioMarin's filings with the Securities and Exchange Commission, including, without limitation, the factors contained under the caption "Risk Factors" in BioMarin's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, as such factors may be updated by any subsequent reports. Investors are urged not to place undue reliance on forward-looking statements, which speak only as of the date hereof. BioMarin is under no obligation and expressly disclaims any obligation to update or alter any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.

BioMarin^® is a registered trademark of BioMarin Pharmaceutical Inc.

Contacts:
Investors	Media
Traci McCarty	Erin Rau
BioMarin Pharmaceutical Inc.	BioMarin Pharmaceutical Inc.
(415) 455-7558	(925) 683-9622

 

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SOURCE BioMarin Pharmaceutical Inc.

FAQ

What did BioMarin (BMRN) announce about its $850 million notes on January 29, 2026?

BioMarin priced $850 million of 5.500% senior unsecured notes due 2034 at par, expected to close February 12, 2026. According to the company, gross proceeds will be deposited into escrow pending completion of the Amicus acquisition.

How will the new Term Loan facilities support BioMarin's acquisition of Amicus (BMRN)?

BioMarin completed syndication of a $2.0B Term Loan B, adding to an $800M Term Loan A and a $600M revolver. According to the company, borrowings plus the notes and cash will fund acquisition consideration and related fees.

What happens if BioMarin does not complete the Amicus acquisition by December 19, 2026?

If the acquisition is not completed by Dec 19, 2026, BioMarin must redeem the notes at 100% plus accrued interest. According to the company, certain other events can also trigger a special mandatory redemption.

Who guarantees the new notes and New Senior Secured Credit Facilities for BioMarin (BMRN)?

The notes will be jointly and severally guaranteed by certain BioMarin subsidiaries and, after closing, by Amicus and specified subsidiaries. According to the company, guarantees mirror obligations under the New Senior Secured Credit Facilities.

Are BioMarin's new notes freely tradable in the U.S. after issuance?

No, the notes are not registered under the Securities Act and are available only to qualified institutional buyers or non-U.S. persons. According to the company, transfer and resale are restricted absent registration or an applicable exemption.