[8-K] Amneal Pharmaceuticals, Inc. Reports Material Event

Rhea-AI Filing Summary

Amneal Pharmaceuticals (AMRX) filed an 8-K disclosing a major refinancing package. On 24 Jul 2025 the company priced $600 million of 6.875% senior secured notes due 2032 at par in a Rule 144A/Reg S private placement. The note size was reduced from the previously announced $750 million.

Concurrently, subsidiary Amneal Pharmaceuticals LLC plans to enter a new $2.1 billion, seven-year term loan B facility, upsized by $300 million from prior guidance. Together, proceeds from the notes and the new term B loans will be used to refinance existing term B loans and fully repay amounts outstanding under the ABL facility, along with related fees and expenses. The note offering is not contingent upon closing of the new term loan; both transactions are expected to close 1 Aug 2025, subject to customary conditions.

The securities will not be registered under the Securities Act and are being offered only to qualified institutional buyers (Rule 144A) and non-U.S. persons (Reg S).

Positive

• Successful pricing of $600 mm senior secured notes indicates sufficient investor demand despite leveraged profile.
• Refinancing of existing term B and ABL facilities eliminates near-term maturity risk and consolidates debt under longer-tenor instruments.

Negative

• High 6.875% coupon raises annual interest expense at a time of margin pressure.
• Private offering structure suggests continued lack of access to lower-cost public investment-grade markets.

Insights

Credit Analyst

TL;DR: Neutral—refinancing de-risks near-term maturities but locks in a high 6.875% coupon.

The mixed structure—downsizing the bond by $150 mm yet upsizing the term loan by $300 mm—keeps aggregate debt near prior expectations. Proceeds retire existing term B and ABL balances, removing refinancing pressure and eliminating a floating-rate ABL exposure, a modest credit positive. However, the 6.875% fixed coupon is costly versus investment-grade markets and reflects AMRX’s leveraged profile. With maturities extended to 2032 (notes) and 2032-style amortization on a 7-year term loan, liquidity visibility improves but leverage and interest burden remain elevated. Overall impact is credit-neutral.

Portfolio Manager

TL;DR: Transaction is routine liability management; unlikely to shift equity thesis materially.

Management secured committed capital, signalling continued lender confidence. Paying par helps avoid OID but the 6.875% rate will weigh on earnings. Equity holders gain from reduced refinancing risk but face higher fixed costs in a rising-rate backdrop. Because proceeds only replace existing debt, net leverage change is unclear; thus, valuation drivers such as pipeline execution and generics pricing pressure remain the dominant factors. I view the filing as operationally sensible yet not catalyst-worthy for the stock.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): July 24, 2025

AMNEAL PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-38485		93-4225266
(State or other jurisdiction  of incorporation)		(Commission File Number)		(IRS Employer  Identification No.)

400 Crossing Blvd

Bridgewater, NJ 08807

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (908) 947-3120

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A Common Stock, par value $0.01 per share		AMRX		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.      

On July 24, 2025, Amneal Pharmaceuticals, Inc. (the “Company”) announced that its subsidiary, Amneal Pharmaceuticals LLC (the “Issuer”), has priced its offering of $600 million aggregate principal amount of 6.875% senior secured notes due 2032 (the “notes”) in a private offering. In conjunction with the $300 million increase in the term loan facility described below, the aggregate principal amount of the notes was downsized from the previously announced offering of $750 million. The notes will be sold to investors at a price of 100.000% of the principal amount thereof.

Concurrently with the offering of the notes, the Issuer expects to borrow $2.1 billion aggregate principal amount of new seven-year term B loans (the “new term B loans”) under a new term loan facility (the “Term Loan Facility”), and intends to use the net proceeds of the new term B loans and the notes to refinance its existing term B loans in full, to repay outstanding amounts borrowed under its ABL facility in full and to pay related fees, premiums and expenses. The aggregate principal amount to be borrowed under the new term B loans was upsized from the previously announced $1.8 billion. The offering of the notes is not conditioned on entry into the Term Loan Facility and is expected to close on August 1, 2025, subject to customary closing conditions.

The notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction, and may not be offered or sold in the United States absent registration or an applicable exemption from registration under the Securities Act. The notes were offered only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act and to non-U.S. persons in accordance with Regulation S under the Securities Act.

This Current Report on Form 8-K does not constitute an offer to sell, or a solicitation of an offer to buy, nor shall there be any sale of any securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit  Number		Description
104		The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: July 24, 2025	AMNEAL PHARMACEUTICALS, INC.
	By:	/s/ Anastasios Konidaris
		Name:	Anastasios Konidaris
		Title:	Executive Vice President and Chief Financial Officer
			(Principal Financial and Accounting Officer)

FAQ

What did Amneal Pharmaceuticals (AMRX) announce in its 8-K?

The company priced $600 mm of 6.875% senior secured notes due 2032 and plans to execute a $2.1 bn term loan B to refinance existing debt.

Why was the bond offering size reduced?

The notes were downsized to $600 mm from $750 mm because the term loan B facility was increased by $300 mm, providing additional proceeds.

How will Amneal use the proceeds of the new debt?

Proceeds will fully refinance current term B loans, repay all outstanding ABL borrowings, and cover related fees and expenses.

What interest rate will the new notes carry?

The senior secured notes were priced with a fixed coupon of 6.875%.

When is the transaction expected to close?

Closing is targeted for 1 Aug 2025, subject to customary conditions.

Are the notes registered under the Securities Act?

No. They are being issued under Rule 144A/Reg S and are not registered with the SEC.