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Harrow Announces Offering of $250.0 Million Senior Unsecured Notes Due 2030

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Harrow (Nasdaq: HROW), a leading ophthalmic disease management solutions provider, has launched a private offering of $250.0 million senior unsecured notes due 2030. The company also secured a commitment for a new $40 million revolving credit facility with Fifth Third Bank.

The proceeds will be used to repay a $107.5 million Oaktree facility, redeem $75.0 million of 8.625% Senior Notes (HROWL) and $40.25 million of 11.875% Senior Notes (HROWM). Both HROWL and HROWM will be delisted from Nasdaq following redemption. The 2030 Notes will be guaranteed by Harrow's existing and future wholly-owned domestic restricted subsidiaries.

Harrow (Nasdaq: HROW), importante fornitore di soluzioni per la gestione delle malattie oftalmiche, ha lanciato un collocamento privato di obbligazioni senior non garantite da 250,0 milioni di dollari con scadenza 2030. La società ha inoltre ottenuto un impegno per una nuova linea di credito revolving da 40 milioni di dollari con Fifth Third Bank.

I proventi saranno impiegati per rimborsare una struttura di finanziamento Oaktree da 107,5 milioni di dollari, per il riscatto di 75,0 milioni di dollari di Senior Notes all'8,625% (HROWL) e di 40,25 milioni di dollari di Senior Notes all'11,875% (HROWM). Dopo il riscatto, HROWL e HROWM saranno ritirati dalla quotazione Nasdaq. Le note 2030 saranno garantite dalle controllate domestiche interamente partecipate e attuali e future di Harrow.

Harrow (Nasdaq: HROW), proveedor líder de soluciones para el manejo de enfermedades oftálmicas, ha lanzado una colocación privada de notas senior no garantizadas por 250,0 millones de dólares con vencimiento en 2030. La compañía también aseguró un compromiso para una nueva línea de crédito revolvente de 40 millones de dólares con Fifth Third Bank.

Los fondos se utilizarán para cancelar una facilidad de Oaktree por 107,5 millones de dólares, para redimir 75,0 millones de dólares de Senior Notes al 8,625% (HROWL) y 40,25 millones de dólares de Senior Notes al 11,875% (HROWM). Tras la redención, HROWL y HROWM serán excluidas de cotización en Nasdaq. Las notas 2030 estarán garantizadas por las filiales nacionales totalmente controladas, presentes y futuras, de Harrow.

Harrow (나스�: HROW))은 안과 질환 관� 솔루션의 선도 기업으로� 만기 2030�, 무담� 선순� 채권 2�5000� 달러� 사모 발행� 개시했습니다. 또한 Fifth Third Bank와 함께 새로� 4천만 달러 회전 신용한도� 대� 약정� 확보했습니다.

조달 자금은 1�750� 달러� Oaktree 시설 , 8.625% 선순� 채권(HROWL) 7,500� 달러11.875% 선순� 채권(HROWM) 4,025� 달러� 상환� 사용됩니�. HROWL� HROWM은 상환 � 나스� 상장에서 제외됩니�. 2030년물 채권은 Harrow� 기존 � 향후 전액출자 국내 제한 자회사가 보증합니�.

Harrow (Nasdaq : HROW), un fournisseur de premier plan de solutions pour la prise en charge des maladies ophtalmiques, a lancé une émission privée de obligations senior non garanties de 250,0 millions de dollars échéance 2030. La société a également obtenu un engagement pour une nouvelle ligne de crédit renouvelable de 40 millions de dollars auprès de Fifth Third Bank.

Les fonds seront utilisés pour rembourser une facilité Oaktree de 107,5 millions de dollars, pour racheter 75,0 millions de dollars de Senior Notes à 8,625 % (HROWL) et 40,25 millions de dollars de Senior Notes à 11,875 % (HROWM). HROWL et HROWM seront radiées du Nasdaq après leur rachat. Les obligations 2030 seront garanties par les filiales nationales à participation intégrale actuelles et futures de Harrow.

Harrow (Nasdaq: HROW), ein führender Anbieter von Lösungen zur Behandlung ophthalmischer Erkrankungen, hat eine Privatplatzierung von unbesicherten Senior-Anleihen über 250,0 Millionen US-Dollar mit Fälligkeit 2030 gestartet. Das Unternehmen sicherte außerdem eine Zusage für eine neue revolvierende Kreditfazilität über 40 Millionen US-Dollar bei der Fifth Third Bank.

Die Erlöse werden verwendet, um eine Oaktree-Fazilität über 107,5 Millionen US-Dollar zurückzuzahlen sowie 75,0 Millionen US-Dollar an 8,625% Senior Notes (HROWL) und 40,25 Millionen US-Dollar an 11,875% Senior Notes (HROWM) zu tilgen. HROWL und HROWM werden nach der Tilgung von der Nasdaq delistet. Die 2030-Notes werden von Harrows bestehenden und künftigen inländischen, zu 100 % gehaltenen Tochtergesellschaften garantiert.

Positive
  • Refinancing of higher interest rate debt with new 2030 Notes
  • Secured new $40 million revolving credit facility providing additional liquidity
  • Debt consolidation and simplification of capital structure
Negative
  • Significant debt level with $250 million new notes issuance
  • Additional costs from early redemption premiums and make-whole payments
  • Potential increase in interest expense depending on new notes' rate

Insights

Harrow's $250M debt refinancing lowers interest burden, extends maturities, and enhances financial flexibility through improved capital structure.

Harrow is executing a comprehensive debt refinancing strategy that will significantly improve its capital structure. The company is raising $250 million through new senior unsecured notes due 2030, while simultaneously securing a commitment for a new $40 million revolving credit facility. The proceeds will be used to fully repay three existing debt obligations: a $107.5 million Oaktree facility, $75 million of 8.625% Senior Notes due 2026, and $40.25 million of 11.875% Senior Notes due 2027.

This refinancing achieves three key objectives. First, it extends debt maturities by replacing shorter-term obligations with notes due in 2030, providing longer runway before principal repayments. Second, it likely reduces interest expenses, particularly by retiring the high-cost 11.875% notes. Third, it enhances financial flexibility through the new revolving credit facility, which provides accessible liquidity for operations and strategic initiatives.

The transaction also demonstrates strong market confidence in Harrow's business model as a provider of ophthalmic disease management solutions. The company's ability to secure this significant financing package indicates institutional investor appetite for its debt, suggesting positive assessment of its creditworthiness and future prospects. The redemption of the 2026 and 2027 notes at relatively modest premiums (100% plus make-whole for the 2026 notes and 102% for the 2027 notes) further optimizes the refinancing economics.

This debt restructuring ultimately creates a more efficient capital structure that should improve Harrow's financial stability, reduce interest burden, and provide greater operational flexibility to pursue strategic business development opportunities mentioned in the release.

Announces Commitment for New $40 Million Revolving Credit Facility

Issues Conditional Notice of Redemption of 11.875% Senior Notes due 2027

NASHVILLE, Tenn., Sept. 08, 2025 (GLOBE NEWSWIRE) -- Harrow (Nasdaq: HROW), a leading provider of ophthalmic disease management solutions in North America, today announced that it has commenced a private offering (the “Offering�) of $250.0 million aggregate principal amount of senior unsecured notes due 2030 (the �2030 Notes�), subject to market and certain other conditions. The 2030 Notes will be guaranteed on a senior unsecured basis by the Company’s existing and future wholly-owned domestic restricted subsidiaries and any of its other restricted subsidiaries that guarantees or co-issues any of its indebtedness or any indebtedness of any of its subsidiaries that guarantees the 2030 Notes, subject to certain exceptions.

The Company also announced that on September 5, 2025, the Company entered into a commitment letter with Fifth Third Bank, National Association in respect of a new revolving credit facility. Under the terms of the commitment letter, shortly after the issuance of the 2030 Notes, the Company and the same subsidiaries that are expected to guarantee the 2030 Notes, as guarantors, expect to enter into and close on a new senior secured credit agreement, which is expected to provide for up to a $40.0 million revolving credit facility (the “New Revolving Credit Facility�), and is expected to mature on the earlier to occur of (a) the date that is 91 days prior to the earliest maturity date of the 2030 Notes and (b) the fifth anniversary of the closing of the New Revolving Credit Facility.

The Company expects to use the net proceeds from the Offering to repay in full its $107.5 million facility with Oaktree Fund Administration, LLC, as administrative agent to the lenders thereunder, to redeem in full the $75.0 million aggregate principal amount of its outstanding 8.625% Senior Notes (HROWL) (the �2026 Notes�), and the $40.25Dz aggregate principal amount of its outstanding 11.875% Senior Notes (HROWM) (the �2027 Notes�), and to pay certain exit costs related thereto. Any remaining proceeds are expected to be used for general corporate purposes, which may include funding future strategic business development opportunities and related investments.

The Company today delivered a conditional notice of full redemption to the trustee of the 2027 Notes to redeem all of the outstanding 2027 Notes on October 9, 2025 (the �2027 Note Redemption Date�). The redemption of the 2027 Notes is subject to, and conditioned upon, completion of the Offering. The 2027 Notes will be redeemed at a redemption price equal to 102% of the principal amount of the 2027 Notes redeemed, plus accrued and unpaid interest to, but not including, the 2027 Note Redemption Date. The 2027 Notes will be delisted from The Nasdaq Stock Market (“Nasdaq�) following redemption.

The Company expects to deliver on the closing date of the Offering a notice of full redemption to the trustee of the 2026 Notes to redeem all of the outstanding 2026 Notes on a date no less than 30 days, and no more than 60 days, following the delivery of the redemption notice to the trustee (the �2026 Note Redemption Date�). The 2026 Notes will be redeemed at a redemption price equal to 100% of the principal amount of the 2026 Notes redeemed, plus a make-whole amount and accrued and unpaid interest to, but not including, the 2026 Note Redemption Date. The 2026 Notes will be delisted from Nasdaq following redemption.

The 2030 Notes and the related guarantees have not been registered under the Securities Act of 1933, as amended (the “Securities Act�), any state securities laws or the securities laws of any other jurisdiction, and may not be offered or sold in the United States, or for the benefit of U.S. persons, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities or blue sky laws. Accordingly, the 2030 Notes and the related guarantees are being offered only to persons reasonably believed to be “qualified institutional buyers,� as that term is defined under Rule 144A of the Securities Act, or outside the United States to non-“U.S. persons� in accordance with Regulation S under the Securities Act.

A confidential offering memorandum for the Offering, dated as of today, is being made available to such eligible persons. The Offering is being conducted in accordance with the terms and subject to the conditions set forth in such confidential offering memorandum.

This press release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such offer, solicitation or sale would be unlawful. Any offer, or solicitation to buy, if at all, will be made only by means of a confidential offering memorandum. This press release does not constitute a notice of repayment or notice of redemption of outstanding indebtedness, or an offer or solicitation to purchase the 2026 Notes, the 2027 Notes or any other security.

About Harrow
Harrow, Inc. (Nasdaq: HROW) is a leading provider of ophthalmic disease management solutions in North America, offering a comprehensive portfolio of products that address conditions affecting both the front and back of the eye, such as dry eye disease, wet (or neovascular) age-related macular degeneration, cataracts, refractive errors, glaucoma and a range of other ocular surface conditions and retina diseases. Harrow was founded with a commitment to deliver safe, effective, accessible, and affordable medications that enhance patient compliance and improve clinical outcomes.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act, including, without limitation, statements regarding the Offering and the expected use of proceeds therefrom, the redemption of outstanding senior notes, prepayment of the Oaktree facility, and entry into the New Revolving Credit Facility. These statements are based on currently available operating, financial, economic and other information, and are subject to a number of significant risks and uncertainties. A variety of factors, many of which are beyond our control, could cause actual future results to differ materially from those projected in the forward-looking statements. Specific factors that might cause such a difference include, but are not limited to: changes in market conditions, negotiation of final transaction documents, changes in operations, business, financial or other conditions relevant to the planned transactions, and other execution risks related to the completion of the transactions described herein, as well as other risks detailed in our most recent annual report on Form 10-K and other filings with the Securities and Exchange Commission. We believe these forward-looking statements are reasonable; however, you should not place undue reliance on any forward-looking statements, which are based on current expectations. Furthermore, forward-looking statements speak only as of the date they are made. If any of these risks or uncertainties materialize, or if any of our underlying assumptions are incorrect, we may not be able to complete the potential transactions on terms expected or at all, and our actual results may differ significantly from those expected or implied by our forward-looking statements. These and other risks are detailed in our filings with the Securities and Exchange Commission. We do not undertake any obligation to publicly update or revise these forward-looking statements after the date of this press release to reflect future events or circumstances, except as required by applicable law. We qualify any and all of our forward-looking statements by these cautionary factors.

Contact:

Mike Biega
Vice President of Investor Relations and Communications

617-913-8890


FAQ

What is the size of Harrow's (HROW) new senior notes offering in 2025?

Harrow is offering $250.0 million in senior unsecured notes due 2030 through a private offering.

How will Harrow use the proceeds from its 2030 Notes offering?

The proceeds will be used to repay $107.5 million Oaktree facility, redeem $75.0 million of 8.625% Senior Notes and $40.25 million of 11.875% Senior Notes, with remaining funds for general corporate purposes.

What is the redemption price for Harrow's 2027 Notes (HROWM)?

The 2027 Notes will be redeemed at 102% of the principal amount plus accrued and unpaid interest, with redemption date set for October 9, 2025.

What new credit facility has Harrow secured in September 2025?

Harrow has secured a commitment for a new $40 million revolving credit facility with Fifth Third Bank, expected to mature in 5 years or 91 days prior to the 2030 Notes maturity.

Will Harrow's existing notes (HROWL and HROWM) continue trading on Nasdaq?

No, both the 2026 Notes (HROWL) and 2027 Notes (HROWM) will be delisted from Nasdaq following their redemption.
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Drug Manufacturers - Specialty & Generic
Pharmaceutical Preparations
United States
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