BIOMARIN PHARMACEUTICAL INC 8-K

What Happened
BioMarin Pharmaceutical Inc. reported unaudited estimated total revenues of approximately $3.2 billion for the year ended December 31, 2025 (including about $920 million from VOXZOGO® sales) and approximately $2.1 billion in cash, cash equivalents and investments as of that date. On January 26, 2026 the company announced a planned private placement of $850 million of senior unsecured notes due 2034 and launched syndication of new senior secured credit facilities (a $2.0 billion Term Loan B, an $800 million Term Loan A and a $600 million revolving facility) to fund the pending acquisition of Amicus Therapeutics, Inc.

Key Details

• Estimated 2025 results: ~ $3.2 billion total revenue; ~$920 million from VOXZOGO® (unaudited).
• Liquidity: ~ $2.1 billion in cash, cash equivalents and investments as of Dec 31, 2025 (unaudited).
• Financing: planned $850M senior unsecured notes due 2034 (Rule 144A private placement); gross proceeds to be placed in escrow pending the Amicus closing.
• Credit package: new $2.0B Term Loan B (syndication launched), $800M Term Loan A, and $600M new revolving credit facility to be entered in connection with the acquisition; BioMarin may borrow up to $150M under the new revolver for fees/expenses.
• Key terms/risks: Notes will be jointly and severally guaranteed by certain subsidiaries (including Amicus post-closing); customary covenants will restrict additional debt, dividends, asset dispositions, and certain transactions; mandatory redemption required if the acquisition is not completed on or prior to Dec 19, 2026 (or upon certain other events).
• Supplemental materials: preliminary offering memorandum and supplemental risk factors were distributed and filed (Exhibits referenced), and unaudited pro forma condensed combined financial information was provided.

Why It Matters
This filing combines BioMarin’s reported 2025 financial snapshot with a material financing plan tied directly to the Amicus acquisition. Investors should note that the company intends to use debt proceeds (notes and term loans) to fund the deal, which will increase leverage and impose covenants on BioMarin and certain subsidiaries. Proceeds are being held in escrow and the notes include a full redemption requirement if the acquisition does not close by the specified date, making the transaction and its timing central to near-term credit and strategic outcomes. Review the supplemental risk factors and pro forma financials for implications on balance sheet, liquidity and debt covenants.