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Borrowings
9 Months Ended
Sep. 30, 2015
Debt Disclosure [Abstract]  
Borrowings Disclosure

13.       Borrowings

 

 September 30,December 31,
 20152014
 $’M $’M
 __________________________
   
Short term borrowings:  
Borrowings under the 2015 Facility Agreement750.0-
Borrowings under the 2013 Facilities Agreement-850.0
Borrowings under the RCF1,245.0-
Secured non-recourse debts10.7-
 __________________________
 2,005.7850.0
Long term borrowings:  
Secured non-recourse debts70.7-
 __________________________
 2,076.4850.0
 __________________________

Term Loan Agreements

2015 Facility Agreement

On January 11, 2015, Shire entered into an $850 million Facility Agreement with, among others, CitiGroup Global Markets Limited (acting as mandated lead arranger and bookrunner) (the “2015 Facility Agreement”).  On September 28, 2015 the Company reduced the 2015 Facility Agreement by $100 million. At September 30, 2015 the 2015 Facility Agreement, which matures on January 10, 2016, was fully utilized in the amount of $750 million. The maturity date may be extended twice, at Shire's option, by six months on each occasion.

The 2015 Facility Agreement has been used to partially finance the purchase price payable in respect of Shire's acquisition of NPS Pharma (including certain related costs). See the Company's 2014 Annual Report on Form 10-K for details of the 2015 Facility Agreement. 

2013 Facilities Agreement

On November 11, 2013, Shire entered into a $2,600 million facilities agreement with, among others, Morgan Stanley Bank International Limited (acting as mandated lead arranger and bookrunner) (the “2013 Facilities Agreement”).  The 2013 Facilities Agreement comprised two credit facilities: (i) a $1,750 million term loan facility and (ii) an $850 million term loan facility.  

On December 13, 2013 and at various points thereafter, the Company cancelled parts of the 2013 Facilities Agreement. On September 28, 2015 the Company repaid in full the remaining balance of $350 million under the 2013 Facilities Agreement.

Revolving Credit Facility (“RCF”)

On December 12, 2014, Shire entered into a $2,100 million RCF with a number of financial institutions. See the Company's 2014 Annual Report on Form 10-K for details. At September 30, 2015 the Company has utilized $1,245 million of the RCF.

The RCF, which terminates on December 12, 2019, may be applied towards financing the general corporate purposes of Shire. The RCF incorporates a $250 million US dollar and euro swingline facility operating as a sub-limit thereof.

Secured Non-recourse Debts

Prior to the acquisition by Shire, NPS Pharma had:

  • partially monetized rights to receive future royalty payments from Amgen's sales of SENSIPAR and MIMPARA through the issuance of $145 million of non-recourse debt that was both serviced and secured by SENSIPAR and MIMPARA royalty revenue;
  • sold to DRI Capital Inc. (“DRI”) certain rights to receive up to $96 million of future royalty payments arising from Kyowa Hakko Kirin's sales of REGPARA and granted DRI a security interest in the license agreement with Kyowa Hakko Kirin, certain patents and other intellectual property related to REGPARA which DRI would be entitled to enforce in the event of default by NPS Pharma; and
  • partially monetized PTH-184 (now marketed as NATPARA) through an agreement with an affiliate of DRI pursuant to which NPS Pharma, its licensees and its predecessors in interest, are obligated to pay up to $125 million royalties on sales of PTH-184. Additionally, NPS Pharma granted DRI a security interest in certain patents and other intellectual property related to PTH 1-84 which DRI would be entitled to enforce in the event of default by NPS Pharma.

Following the acquisition of NPS Pharma the Company has assumed these secured non-recourse debt obligations.

In May 2015 the Company notified Amgen that it intended to repay in full the remaining non-recourse debt owed to Amgen. The repayment was effected on May 15, 2015 by Amgen withholding certain royalties that were due to the Company from SENSIPAR and MIMPARA sales in the first quarter of 2015.

As at September 30, 2015 $10.7 million has been included within Short-term borrowings, and $70.7 million has been included within Long-term borrowings in respect of the remaining obligations to DRI.

Short-term uncommitted lines of credit (“Credit lines”)

Shire has access to various Credit lines from a number of banks which provide flexibility to short-term cash management procedures. These Credit lines can be withdrawn by the banks at any time. The Credit lines are not relied upon for core liquidity. As at September 30, 2015 these Credit lines were not utilized.