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Subsequent Events
12 Months Ended
Dec. 31, 2019
Subsequent Events  
Subsequent Events

15. Subsequent Events

Public Offering of Ordinary Shares

On February 12, 2020, the Company sold 5,500,000 ordinary shares at a price to the public of $27.00 per share (the “Shares”). The gross proceeds to the Company from the offering were approximately $148.5 million, before deducting underwriting discounts and commissions and estimated offering expenses. The Shares were issued pursuant to the Company’s currently effective shelf registration statement on Form S-3 and an accompanying prospectus (File No. 333-235339) filed with the SEC, which became effective automatically on December 3, 2019, and a prospectus supplement filed with the SEC in connection with the offering.

Refinancing of Non-Recourse 2033 Notes

On February 21, 2020, Theravance Biopharma R&D, Inc., a Cayman Islands exempted company (“Theravance R&D”), a wholly-owned subsidiary of the Company, and Triple Royalty Sub II LLC, a Delaware limited liability company (the “Issuer II”) and wholly-owned subsidiary of Theravance Biopharma R&D, entered into certain note purchase agreements (each, a “Note Purchase Agreement” and collectively, the “Note Purchase Agreements”), with the note purchaser or note purchasers referenced therein (each, a “Note Purchaser” and collectively, the “Note Purchasers”), relating to the private placement by the Issuer II to the Note Purchasers of $400.0 million aggregate principal amount of the Issuer II’s non-recourse Triple II 9.5% Fixed Rate Term Notes due on or before 2035 (the “Non-Recourse 2035 Notes”) expected to be issued under an Indenture by and between Issuer II and US Bank National Association, a national banking association, as initial trustee. 95% of the Non-Recourse 2035 Notes are expected to be sold to the Note Purchasers pursuant to the Note Purchase Agreements. The remaining 5% of the Non-Recourse 2035 Notes (the “Retained Notes”) are expected to be retained by the Company in order to comply with Regulation RR — Credit Risk Retention (17 C.F.R. Part 246) and are expected to be eliminated in the Company’s consolidated financial statements. Issuance of the Non-Recourse 2035 Notes is subject to the satisfaction of certain customary conditions.

The Non-Recourse 2035 Notes are expected to be secured by all of Issuer II’s right, title and interest as a holder of certain membership interests (the “Issuer II Class C Units”) in TRC. The primary source of funds to make payments on the Non-Recourse 2035 Notes are expected to be the 63.75% economic interest of the Issuer II (evidenced by the Issuer II Class C Units) in any future payments made by GSK to TRC under the collaboration agreement, dated as of November 14, 2002, by and between Innoviva and GSK, as amended from time to time (net of TRC expenses paid and the amount of cash, if any, expected to be used by TRC pursuant to the TRC LLC Agreement over the next four fiscal quarters) relating to the Trelegy Ellipta program.

The proceeds from the issuance are expected to be used to repay in full the remaining outstanding balance of the Non-Recourse 2033 Notes and/or for other general purposes.