v3.25.2
Long-Term Debt
6 Months Ended
Jun. 30, 2025
Debt Disclosure [Abstract]  
Long-Term Debt LONG-TERM DEBT
The Company’s long-term debt consisted of the following:
(in thousands)Jun. 30, 2025Dec. 31, 2024
Existing Term Loan Facility
$490,803 $475,000 
Class A Revolving Credit Facility
89,741 30,000 
Less: Unamortized debt discount and issuance costs(20,541)(17,635)
Total debt$560,003 $487,365 
Less: Current portion of long-term debt— (39,500)
Total long-term debt$560,003 $447,865 
Maturities of long-term debt for each of the next five years is as follows:
(in thousands)
Remainder of 2025
$— 
2026— 
20279,500 
20289,500 
2029561,544 
Thereafter
— 
Total
$580,544 
Existing Term Loan Facility
On November 4, 2024 (the “Effective Date”), Norvax (the “Borrower”) entered into the Amendment and Restatement Agreement (the “Existing Credit Agreement”) to provide for, among other items as further described below, a class of term loan facilities (the “Existing Term Loan Facility”) in an aggregate principal amount equal to $475.0 million. Beginning on March 31, 2025, principal payments equal to 2.00% of the principal amount on the Effective Date per annum of the Existing Term Loan Facility are paid in equal quarterly installments. To the extent not previously paid, the Existing Term Loan Facility, together with all accrued and unpaid interest thereon, is due and payable on November 4, 2029. As of June 30, 2025, at the option of the Borrower, the Existing Term Loan Facility bore interest at either (i) ABR plus 6.50% per annum or (ii) SOFR plus 7.50% per annum. Pursuant to the Existing Credit Agreement, the Borrower repaid $2.4 million in borrowings under the Existing Term Loan Facility in March 2025.
As of June 30, 2025 and December 31, 2024, the Borrower had a principal amount of $490.8 million and $475.0 million outstanding under the Existing Term Loan Facility, respectively. The effective interest rate of the Existing Term Loan Facility was 11.78% as of June 30, 2025 and 12.06% as of December 31, 2024.
Revolving Credit Facilities

In addition to the Existing Term Loan Facility, as of June 30, 2025, the Existing Credit Agreement provided for a revolving credit facility with a commitment amount of $88.5 million (the “Class A Revolving Credit Facility”) and a revolving credit facility with a commitment amount of $35.0 million (the “Class A-1 Revolving Credit Facility"). Amendment No. 14 (as defined and further described in Note 14, “Subsequent Events”) extended the maturity date of any amounts that remained outstanding under the Class A Revolving Credit Facility as of such time, to August 5, 2029. However, following the entry into Amendment No. 14, commitments under the Class A Revolving Credit Facility have been terminated.

As of June 30, 2025, the Class A Revolving Credit Facility bore interest at either (i) ABR plus 5.50% per annum or (ii) SOFR plus 6.50% per annum. As of June 30, 2025, the Borrower was required to pay a commitment fee of 0.50% per annum on undrawn amounts under the Class A Revolving Credit Facility. The Class A-1 Revolving Credit Facility was to be made available to the Borrower upon the termination of the Class A Revolving Credit Facility on or prior to September 30, 2025. Following the entry into Amendment No. 14, the Class A-1 Revolving Credit Facility has been terminated.

As of June 30, 2025 and December 31, 2024, the Company had $89.7 million and $30.0 million outstanding under the Class A Revolving Credit Facility, respectively. As of both June 30, 2025 and December 31, 2024, the Company had no amounts outstanding under the Class A-1 Revolving Credit Facility. The Class A Revolving Credit Facility had no remaining capacity as of June 30, 2025 and a remaining capacity of $58.5 million as of December 31, 2024. The Class A-1 Revolving Credit Facility had a remaining capacity of $35.0 million as of both June 30, 2025 and December 31, 2024.

The Company collectively refers to the Class A Revolving Credit Facility and the Class A-1 Revolving Credit Facility as the “Revolving Credit Facilities.”

Guarantees and Security

Blizzard Midco, LLC, the Borrower and certain other subsidiaries of the Company are guarantors of the Borrower’s obligations under the Existing Credit Agreement. In addition, the obligations of the Borrower are secured by a first priority lien on substantially all of such guarantors’ assets, including a pledge of all of the equity interests of each of their respective subsidiaries, in each case, subject to customary exceptions and limitations.

Covenants and Other Matters

The Existing Credit Agreement contains a number of covenants that, among other things and subject to certain exceptions, restrict the Borrower’s and its restricted subsidiaries’ ability to incur indebtedness; incur certain liens; consolidate, merge or sell or otherwise dispose of assets; make investments, loans, advances, guarantees and acquisitions; pay dividends or make other distributions on equity interests, or redeem, repurchase or retire equity interests; enter into transactions with affiliates; alter the business conducted by the Company and its subsidiaries; change their fiscal year; and amend or modify governing documents. In addition, the Existing Credit Agreement contains certain financial and non-financial covenants.

The Existing Credit Agreement also contains certain customary representations and warranties and affirmative covenants, and certain reporting obligations. In addition, the lenders under the Existing Credit Facilities are permitted to accelerate all outstanding borrowings and other obligations, terminate outstanding commitments and exercise other specified remedies upon the occurrence of certain events of default (subject to certain grace periods and exceptions), which include, among other things, payment defaults, breaches of representations and warranties, covenant defaults, certain cross-defaults and cross-accelerations to other indebtedness, certain events of bankruptcy and insolvency, certain judgments and changes of control. Subject to certain limited exceptions, substantially all of the Company’s assets are restricted from distribution.

Amendment No. 13 to Existing Credit Agreement

On June 30, 2025, the Borrower entered into Amendment No. 13 to the Existing Credit Agreement (“Amendment No. 13”), which amended the Existing Credit Agreement to, among other things, (i) extend the maturity date of borrowings outstanding under the Class A Revolving Credit Facility from June 30, 2025 to September 30, 2025 (which was then further extended pursuant to Amendment No. 14); (ii) provide that all interest payable for the Existing Term Loan Facility or the Class A Revolving Credit Facility occurring on or prior to September 30, 2025 would be payable in-kind, and thus capitalized and added to the respective principal balances; (iii) permit the Borrower to negotiate and consummate a receivables financing, securitization, receivables facility or other similar financing; and (iv) waive the principal payments of the Existing Term Loan Facility on June 30, 2025 and September 30, 2025.

Amendment No. 13 waived financial covenant testing for the fiscal quarters ended on June 30, 2025 and ending on September 30, 2025 and required the Borrower and certain of its subsidiaries to obtain the written consent of the administrative agent under
the Existing Term Loan Facility and the required Class A Revolving Credit Facility lenders, as applicable, if incurring debt or making investments, restricted payments and/or prepayments of junior debt outside of the ordinary course of business.
Pursuant to Amendment No. 13, the Company incurred $5.6 million in debt issuance costs which are payable in-kind, and thus capitalized and added to the outstanding principal balance. The Company paid an additional $0.4 million in debt issuance costs in cash related to Amendment No. 13. The total debt issuance costs are being amortized over the life of the debt to interest expense using the effective interest method.

On August 6, 2025, the Borrower entered into Amendment No. 14 to the Existing Credit Agreement and the Superpriority Credit Agreement. See Note 14, “Subsequent Events.”