Omeros Improves Balance Sheet by Extending Debt Maturity to 2028

Omeros Corporation has successfully executed a series of strategic financial transactions to improve its balance sheet and extend the maturity of a significant portion of its debt. These transactions were funded through a combination of a new secured term loan and existing cash reserves, which together facilitated the repurchase of a substantial portion of the company's convertible notes due in 2026.

Omeros secured a $67 million four-year term loan maturing in June 2028, along with an additional $25 million delayed draw term loan for future needs. This financing arrangement was made with Athyrium Capital Management and Highbridge Capital Management. The initial term loan and $21 million in cash reserves were used to repurchase $118.1 million of the company's 5.25% Convertible Senior Notes due February 2026. The repurchase was executed at approximately 75% of the notes' par value, resulting in a $51 million reduction in total debt.

The delayed draw term loan is contingent on U.S. FDA approval for the commercialization of narsoplimab, a lectin pathway inhibitor, targeting hematopoietic stem cell transplant-associated thrombotic microangiopathy (TA-TMA). If approved, the loan proceeds will support narsoplimab's market introduction and cover related transaction costs. Notably, the credit agreements do not include any equity components, thus avoiding shareholder dilution.

Gregory A. Demopulos, M.D., Omeros' chairman and CEO, highlighted the strategic importance of these transactions in reinforcing the company's financial stability and extending debt maturity to mid-2028. He expressed confidence that by this time, narsoplimab would be well-established in the market and OMS906, another of Omeros' products, would be commercialized following its Phase 3 trials. Additionally, other programs, including OMS527 and various immuno-oncology platforms, are expected to advance significantly, enhancing shareholder value.

Following this repurchase, $97.9 million of the 2026 Notes remain outstanding. Omeros retains the option to repurchase additional notes in the open market or through private transactions, subject to certain limitations. The company also has the right to exchange up to $16.9 million of the remaining 2026 Notes for cash and additional term loan amounts under specific conditions until November 1, 2025.

The loan terms specify an interest rate tied to the adjusted term SOFR with a 3% floor plus 8.75% per annum, payable quarterly. The 2028 maturity date ensures a stable financial outlook, with provisions for mandatory prepayments under certain conditions by November 2025.

All indebtedness under the new credit agreement is secured by a first-priority interest in most of Omeros' tangible and intangible assets, excluding OMIDRIA®-related royalties and certain other rights.

As of March 31, 2024, Omeros reported holding $230.3 million in cash and investments, sufficient to fund operations and debt service into 2026. Cantor Fitzgerald LP served as the financial advisor, with Covington & Burling LLP providing legal counsel for Omeros. Legal counsel for the lenders was provided by King & Spalding LLP and Paul Hastings LLP.

Omeros Corporation is focused on discovering, developing, and commercializing small-molecule and protein therapeutics for immunologic disorders, cancers, and addictive conditions. Their lead product, the MASP-2 inhibitor narsoplimab, is awaiting FDA approval for treating TA-TMA. Other key products in development include OMS906 and OMS527, targeting various severe medical conditions.