Trinity Biotech Announces Agreements to Strengthen Capital Structure and Support Growth Initiatives

Rhea-AI Summary

Trinity Biotech (Nasdaq: TRIB) entered a series of agreements with Perceptive Advisors on Dec 23, 2025 to strengthen liquidity and extend its credit runway. Key elements include a $5 million additional term loan, up to $60 million elective equitization capacity, equity settlement mechanisms for $5 million of milestone payments and $7.5 million contingent acquisition consideration, and extension of the credit agreement maturity to Jan 15, 2027.

Perceptive may convert debt or payments into ADS at the greater of 97% of VWAP or a $1.03 floor, with conversions subject to a 9.9% beneficial ownership cap.

Positive

• $5 million additional term-loan proceeds to strengthen near-term liquidity
• Up to $60 million elective equitization capacity to reduce debt and interest costs
• Equity settlement options for $12.5 million of milestone/contingent obligations to preserve cash

Negative

• Up to $60 million of term-loan may convert to ADS, creating potential dilution
• Credit agreement maturity extended only to Jan 15, 2027, leaving near-term refinancing risk
• Conversion floor price of $1.03 could lock in low-equity conversion levels

Key Figures

New term-loan funding $5 million Additional term-loan proceeds to strengthen liquidity and CGM+ investment

Equitization capacity Up to $60 million Elective equitization capacity under term-loan for debt reduction

Milestone payment $5 million Milestone for CGM asset acquisition, optionally settled in ADSs

Contingent payment $7.5 million Payment replacing up to $15 million contingent CGM consideration

Credit maturity January 15, 2027 Extended maturity of Sixth Amended and Restated Credit Agreement

Convertible capacity Up to $60 million Existing term-loan amount eligible for conversion into ADSs

Conversion price discount 97% of VWAP Conversion price formula for ADS issuances to Perceptive

Conversion floor price $1.03 Minimum ADS price for term-loan and milestone/contingent conversions

Market Reality Check

$1.00 Last Close

Volume Volume 123,321 is 1.04x the 20-day average of 118,050. normal

Technical Shares at 0.892, trading above the 200-day MA of 0.88.

Peers on Argus

No peers flagged in the momentum scanner. Within Medical Devices peers, moves were mixed with names like IRIX up 3% and PTHL down 3.6%, suggesting company-specific drivers for TRIB.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 15	Regulatory clearance & rollout	Positive	-12.2%	Expanded HbA1c system clearances and rollout to >10 countries including U.S.
Nov 18	Manufacturing approval	Positive	+0.5%	WHO approval for offshored Uni-Gold HIV test manufacturing to aid margins.
Nov 14	Clinical collaboration	Positive	+3.1%	Bioinformatics collaboration to advance late-stage EpiCapture prostate cancer test.
Oct 27	Debt-to-equity proposal	Positive	+2.0%	Perceptive proposal for potential debt and obligation equitization to aid balance sheet.
Sep 02	Nasdaq compliance	Positive	-4.1%	Regained Nasdaq bid price and MVPHS listing compliance after prior deficiency.

Pattern Detected

Positive operational and regulatory updates have often seen mixed or even negative next‑day price reactions for TRIB.

Recent Company History

Over the last few months, Trinity Biotech has focused on operational upgrades and strategic partnerships. In September 2025 it regained Nasdaq compliance, followed by an indicated debt-to-equity proposal with Perceptive on October 27. Subsequent WHO manufacturing approval and expanded HbA1c rollout in November–December targeted margin and growth improvements. Today’s agreements with Perceptive deepen that balance sheet work by formalizing additional funding, extended maturities, and equitization options.

Market Pulse Summary

The stock surged +43.5% in the session following this news. A strong positive reaction aligns with management’s focus on balance sheet repair and growth funding. Investors have previously seen mixed price responses to good news, with some positive regulatory updates followed by declines. Today’s added $5 million in funding, extended maturity to 2027, and up to $60 million in potential equitization could support optimism, but equity-linked structures and conversion features may introduce future dilution and execution risk.

Key Terms

term-loan financial

"$5 million of new term-loan proceeds to strengthen liquidity..."

A term loan is a bank or institutional loan for a fixed amount that a company repays over a set period with regular interest payments, like a mortgage for a business. It matters to investors because the size, interest rate and maturity affect a company’s cash flow, debt load and refinancing risk—key inputs when judging financial strength, ability to pay dividends, and vulnerability to rising interest rates.

convertible promissory note financial

"Issuance of a new Convertible Promissory Note, providing for the conversion..."

A convertible promissory note is a loan a company takes now that can later be turned into shares instead of being repaid in cash. Think of it as lending money with the option to accept ownership in the business down the road; that matters to investors because it affects who gets paid first, how much ownership existing shareholders keep, and the company’s future valuation and cash needs. Terms such as conversion price, interest and maturity determine the financial impact.

volume weighted average price financial

"into the Company’s ADS at the greater of a) 97% of the Volume Weighted Average Price..."

The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.

american depositary shares financial

"into the Company’s American Depositary Shares (“ADS”) at the greater of..."

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

beneficial ownership regulatory

"Conversions subject to a 9.9% beneficial ownership cap."

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

milestone payment financial

"satisfy a $5 million milestone payment obligation undertaken in connection..."

A milestone payment is a pre-agreed cash amount paid when a company reaches a specific, measurable achievement in a partnership, such as completing a clinical trial stage, receiving regulatory approval, or hitting a sales target. For investors it signals how future revenue and risk are shared — like progress payments on a construction project, these payments can unlock value and affect a company’s cash flow and valuation as each milestone is met.

contingent acquisition consideration financial

"Terminates up to $15 million of contingent acquisition consideration undertaken..."

Contingent acquisition consideration is extra money a buyer promises to pay to the seller after a deal is completed, but only if certain future conditions are met—like the target company hitting specific goals. It matters because it helps both sides agree on a fair price, especially when the future performance of the acquired company is uncertain.

AI-generated analysis. Not financial advice.

-  Arrangements provide increased near-term funding and extend maturity of credit agreement to early 2027

-  Equity settlement mechanisms also agreed for milestone payments and contingent acquisition consideration

DUBLIN, Dec. 23, 2025 (GLOBE NEWSWIRE) -- Trinity Biotech plc (Nasdaq: TRIB), a commercial-stage biotechnology company focused on human diagnostics and diabetes management solutions, including wearable biosensors, today announced that it has entered into a series of agreements with funds managed by Perceptive Advisors designed to enhance the Company’s financial flexibility and to optimize its capital structure in support of its ongoing and future growth projects.

These transactions strengthen Trinity Biotech’s financial capacity and operational flexibility, enabling continued investment in its strategic growth priorities and reinforcing its ability to deliver advanced diagnostic and diabetes management solutions. The newly executed agreements also position Trinity Biotech to advance its long‑term growth agenda while supporting a further reduction in overall debt levels.

Overview of the Transactions

These agreements reflect a continued positive relationship between Trinity Biotech and Perceptive Advisors and underscore Perceptive Advisors’ support for the Company’s strategy and operating momentum.

Financial Summary

• $5 million of new term-loan proceeds to strengthen liquidity and funding for continued investment in key strategic development pipeline initiatives, including the Company’s innovative continuous glucose monitoring solution, CGM+.
• Up to $60 million in elective equitization capacity under the term-loan, potentially allowing for significant debt and cash interest cost reductions.
• Equity settlement mechanisms for $5 million milestone payments and $7.5 million contingent obligations, potentially reducing cash requirements.

Second Amendment to Credit Agreement & Convertible Note
Trinity Biotech, certain of its subsidiaries, and Perceptive Credit Holdings III, L.P. executed a Second Amendment to the Company’s Sixth Amended and Restated Credit Agreement, which provides, among other things:

• $5 million of additional term-loan funding.
• Extension of the Credit Agreement maturity to January 15, 2027.
• Issuance of a new Convertible Promissory Note, providing for the conversion, at Perceptive’s election, of up to $60 million of the existing term-loan into the Company’s American Depositary Shares (“ADS”) at the greater of a) 97% of the Volume Weighted Average Price (“VWAP”) at the time of conversion and b) a floor price of $1.03.
• Conversions subject to a 9.9% beneficial ownership cap.

Conversion Rights Agreement
Trinity Biotech, certain of its subsidiaries, and Perceptive Credit Holdings II, L.P. entered into a Conversion Rights Agreement that, amongst other matters:

• Allows Perceptive to satisfy a $5 million milestone payment obligation undertaken in connection with the acquisition of its continuous glucose monitoring solution (“CGM”) assets through the optional conversion of the cash payment into ADSs at the greater of a) 97% of VWAP at the time of conversion and b) a floor price of $1.03.
• Terminates up to $15 million of contingent acquisition consideration undertaken in connection with the acquisition of its CGM assets in exchange for a $7.5 million payment, convertible into the Company’s ADSs, at Perceptive’s election at the greater of a) 97% of VWAP at the time of conversion and b) a floor price of $1.03.
• Conversions subject to the 9.9% beneficial ownership cap.

Management Commentary

John Gillard, Trinity Biotech CEO, commented:

“We believe these developments place Trinity Biotech in a stronger strategic position to accelerate its innovation agenda, advancing our continuous glucose monitoring solution and other priority pipeline projects. The increased financial capacity and improved operational flexibility created by these arrangements enable us to focus on delivering impactful technologies in diabetes management and diagnostics, supporting the company’s growth trajectory and reinforcing the foundations for long‑term shareholder value.”

Important Notice Regarding Summaries
The descriptions contained in this press release are summaries only, do not purport to be complete, and are qualified in their entirety by reference to the agreements filed as exhibits to the Company’s Form 6-K filing of this date.

Forward-Looking Statements

This release includes statements that constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Reform Act”), including but not limited to statements related to Trinity Biotech’s cash position, financial resources and potential for future growth, market acceptance and penetration of new or planned product offerings, and future recurring revenues and results of operations. Trinity Biotech claims the protection of the safe harbor for forward-looking statements contained in the Reform Act. These forward-looking statements are often characterized by the terms “may,” “believes,” “projects,” “expects,” “anticipates,” or words of similar import, and do not reflect historical facts. Specific forward-looking statements contained in this release may be affected by risks and uncertainties, including, but not limited to, our ability to capitalize on the Waveform transaction and of our recent acquisitions, our continued listing on the Nasdaq Stock Market, our ability to achieve profitable operations in the future, our ability to reduce our debt and improve our capitalization, the impact of the spread of COVID-19 and its variants, the possible pause and/or disruption in U.S. Government funding for HIV tests produced by Trinity Biotech, potential excess inventory levels and inventory imbalances at the company’s distributors, losses or system failures with respect to Trinity Biotech’s facilities or manufacturing operations, the effect of exchange rate fluctuations on international operations, fluctuations in quarterly operating results, dependence on suppliers, the market acceptance of Trinity Biotech’s products and services, the continuing development of its products, required government approvals, risks associated with manufacturing and distributing its products on a commercial scale free of defects, risks related to the introduction of new instruments manufactured by third parties, risks associated with competing in the human diagnostic market, risks related to the protection of Trinity Biotech’s intellectual property or claims of infringement of intellectual property asserted by third parties and risks related to condition of the United States economy and other risks detailed under “Risk Factors” in Trinity Biotech’s annual report on Form 20-F for the fiscal year ended December 31, 2024 and Trinity Biotech’s other periodic reports filed from time to time with the United States Securities and Exchange Commission. Forward-looking statements speak only as of the date the statements were made. Trinity Biotech does not undertake and specifically disclaims any obligation to update any forward-looking statements.

About Trinity Biotech
Trinity Biotech is a commercial stage biotechnology company focused on diabetes management solutions and human diagnostics, including wearable biosensors. The Company develops, acquires, manufactures and markets diagnostic systems, including both reagents and instrumentation, for the point-of-care and clinical laboratory segments of the diagnostic market and has recently entered the wearable biosensor industry, with the acquisition of the biosensor assets of Waveform Technologies Inc. and intends to develop a range of biosensor devices and related services, starting with a continuous glucose monitoring product. Our products are used to detect infectious diseases and to quantify the level of Haemoglobin A1c and other chemistry parameters in serum, plasma and whole blood. Trinity Biotech sells direct in the United States and through a network of international distributors and strategic partners in over 75 countries worldwide. For further information, please see the Company's website: www.trinitybiotech.com.

Contact:	Trinity Biotech plc Paul Murphy (353)-1-2769800	RedChip Companies Inc. Dave Gentry, CEO (1)-407-644-4256 (1)-800-RED-CHIP (733-2447) TRIB@redchip.com

FAQ

What financing did Trinity Biotech (TRIB) announce on Dec 23, 2025?

Trinity announced a $5M additional term loan, extension of its credit maturity to Jan 15, 2027, and agreements enabling up to $60M elective equitization.

How does the $60M elective equitization capacity affect TRIB shareholders?

Perceptive may convert up to $60M of term-loan into ADS, which could dilute existing shareholders if conversions occur.

What are the conversion terms for Perceptive's potential ADS conversions in TRIB's deal?

Conversions occur at the greater of 97% of VWAP or a floor price of $1.03, subject to a 9.9% beneficial ownership cap.

Will Trinity Biotech use equity instead of cash for milestone and contingent payments?

Yes, agreements allow optional conversion of a $5M milestone and a $7.5M contingent payment into ADS at the stated conversion terms.

Does the Dec 23, 2025 agreement improve Trinity's short-term liquidity?

Yes; the $5M new term-loan and equity settlement mechanisms are intended to strengthen near-term liquidity and reduce cash requirements.

How long is Trinity Biotech's extended credit maturity under the amendment?

The credit agreement maturity was extended to January 15, 2027.