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TransactionRoyalty & contract monetization

Project Meridian: pharma royalty monetization

A $30.0M loan against a 6% royalty on an approved orphan drug, which funded a biotech’s Phase 2 trial without dilutive equity or selling the royalty outright.

A closed Caldrion loan, shown under its project code name. The borrower and sponsor are not named. Terms are as of closing; returns are our underwriting targets, not realized results.

Royalty monetization · $30.0M · 42% of royalty value · 11.75% fixed

At a glance

BorrowerA bankruptcy-remote SPV of a Boston clinical-stage biotech with a market value of about $180M
CollateralA 6% royalty on worldwide net sales of an FDA-approved orphan drug, sold by an investment-grade global pharma licensee; patent protection to 2034
Loan$30.0M
Leverage41.7% of the royalty’s present value ($72M at a 12% discount, on our haircut forecast)
Term36 months, with 100% of royalties swept to the loan (projected payoff around month 32)
Pricing11.75% fixed (roughly S+800); 2.00% origination; plus 10% of royalties for 12 months after payoff

The situation

The drug launched in 2022, with trailing net sales of $187M, which yields an $11.2M royalty. The biotech needed $30M for a Phase 2 trial of a different drug candidate. Its stock traded near its cash value, so raising equity would have been heavily dilutive. Banks don’t lend to unprofitable biotechs, and selling the royalty outright to a royalty fund would have given away the upside through 2034.

Our royalty forecast (15% below analyst consensus)

Year20272028202920302031203220332034
Royalty ($M)12.513.814.815.516.016.216.012.0

That totals $116.8M undiscounted, or about $72M discounted at 12%.

Paydown

In year one, $12.5M comes in: about $3.2M of interest and $9.3M of principal, leaving $20.7M. In year two, $13.8M comes in, paying about $1.9M of interest and $11.9M of principal and leaving $8.8M. The rest is repaid around month 32.

Structure

  • The royalty was sold into the SPV with true-sale and non-consolidation opinions, so a bankruptcy of the parent can’t reach it.
  • The licensee signed a payment direction letter and pays royalties straight into an account we control.
  • The license can’t be amended, waived or terminated without our consent, and we can exercise the licensor’s right to audit royalty reports.
  • The biotech must maintain and enforce the patents, and must notify us immediately of any patent challenge (an IPR or Paragraph IV filing) or label change.
  • Diligence covered IP counsel’s review of the patents, the license’s net-sales definition (rebates, chargebacks, government pricing deductions), currency exposure (about 40% of sales are outside the US) and competitors’ pipelines.
  • The parent gave a limited guaranty covering its true-sale representations and bad acts.

Risks and mitigants

RiskMitigant
A competitor entersForecast already 15% below consensus; 41.7% LTV
Patent challengeIP diligence; low LTV leaves years of cushion
Licensee under-reports royaltiesAudit rights
Licensee creditInvestment-grade global pharma
Currency movesForecast stressed for a 10% FX hit

Downside

If a competitor launches in 2028 and sales run 35% below our forecast, about $11M is still owed at month 36. We can extend 12 months, and the remaining royalties through 2034 (about $49M even in this case) cover that balance roughly 4.5 times.

Returns, as underwritten

Including the post-payoff royalty participation, the target is about a 14% gross IRR.

See all our transactions, the twelve loans compared and our criteria.

This case study is provided for information only. It is not an offer of securities or investment advice, and targeted results do not indicate future results.

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