Announcement

RNS Number : 7220X

Hikma Pharmaceuticals Plc

28 November 2017

 

Stock Exchange Announcement

For immediate release	28th November 2017

 

Hikma Pharmaceuticals Public Limited Company 

(the "Issuer")

Re: Additional Guarantors of U.S.$500,000,000 4.250 per cent. Guaranteed Notes due 2020

(ISIN: XS1213834978)

(the "Notes")

guaranteed by each of

Arab Pharmaceutical Manufacturing PSC

Eurohealth (USA), Inc.

Hikma Farmacêutica (Portugal) S.A.

Hikma Pharmaceuticals LLC and

West-Ward Pharmaceutical Corp.

(the "Initial Guarantors")

The Issuer refers to (i) the terms and conditions of the Notes (the "Conditions") set out in the prospectus dated 8 April 2015 relating to the Notes and (ii) a deed of guarantee dated 10 April 2015 between the Issuer and the Initial Guarantors in favour of the Holders and the Relevant Account Holders (each as defined therein) (the "Deed of Guarantee").

Capitalised terms used in this Notice and not defined herein shall have the meanings as set out in the Conditions and the Deed of Guarantee.

NOTICE IS HEREBY GIVEN that, pursuant to and in compliance with the provisions of Condition 5.7 (Guarantor Group) and the Deed of Guarantee:

a)     as of 21 August 2017, West-Ward Pharmaceuticals International Limited has, pursuant to an accession deed of guarantee dated 21 August 2017 and an accession deed of covenant dated 21 August 2017, become a Guarantor;

b)    as of 29 April 2016, Roxane Laboratories, Inc. has, pursuant to an accession deed of guarantee dated 29 April 2016 and an accession deed of covenant dated 29 April 2016, become a Guarantor; and

c)     as of 29 April 2016, West-Ward Columbus Inc. has, pursuant to an accession deed of guarantee dated 29 April 2016 and an accession deed of covenant dated 29 April 2016, become a Guarantor.

West-Ward Pharmaceuticals International Limited, Roxane Laboratories, Inc. and West-Ward Columbus Inc. are together "the Additional Guarantors".

Each Additional Guarantor has agreed to:

a)     perform and observe all obligations expressed to be undertaken by a Guarantor under the Conditions, the Deed of Guarantee, a deed of covenant between the Issuer and the Initial Guarantors dated 10 April 2015 (the "Deed of Covenant") and a fiscal agency agreement between, among others, the Issuer, the Initial Guarantors and Citibank, N.A., London Branch dated 10 April 2015 (the "Fiscal Agency Agreement"), and each agrees that it shall be bound by the Conditions, the Deed of Guarantee, the Deed of Covenant and the Fiscal Agency Agreement in all respect as if it had been an original party thereto; and

b)    jointly and severally with all the Initial Guarantors, unconditionally and irrevocably guarantee the payment of all sums expressed to be payable by the Issuer in respect of the Notes to the Holders and the Relevant Account Holders.

The following is the relevant information for the Additional Guarantors:

Registered name:	West-Ward Pharmaceuticals International Limited
Place of incorporation:	England and Wales
Date of incorporation:	23rd June 2011
Registered number:	07680243
Registered address:	1 New Burlington Place, London, W1S 2HR
Ownership:	The Additional Guarantor is a wholly owned subsidiary of the Issuer.

Registered name:	West-Ward Columbus Inc.
Place of incorporation:	Registered in the state of Delaware
Date of incorporation:	27th November 1978
Registered number:	863458
Registered address:	1809 Wilson Road Columbus OH 43228 United States
Ownership:	The Additional Guarantor is a wholly owned subsidiary of the Issuer.

Registered name:	Roxane Laboratories, Inc.
Place of incorporation:	Registered in the state of Nevada
Date of incorporation:	14 February 2005
Registered number:	E0034412005-8
Registered address:	1809 Wilson Road Columbus OH 43228 United States
Ownership:	The Additional Guarantor is a wholly owned subsidiary of the Issuer.

Enquiries:

For enquiries or further information please contact: Peter Speirs Company Secretary Hikma Pharmaceuticals PLC E-mail: [e-mail]

This announcement has been issued through the Companies Announcement Service of

The Irish Stock Exchange

 

END

 

 

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