Pharmathen: Debt restructuring of up to 664.5 million, which protects creditors

An effort to overcome the crisis through radical refinancing and a new injection of liquidity from lenders. In exchange, creditors receive substantial collateral in the form of Pharmathen’s assets. The financing structure and the roles of CVC and Goldman Sachs.

Pharmathen: Debt restructuring of up to 664.5 million, which protects creditors

This article is an AI translation of an original piece published in Greek. Read original

Yesterday’s filing with the General Commercial Registry (GEMI) reveals a complex restructuring of the Pharmathen Group’s financial architecture, which, as Euro2day.gr recently reported, is in the midst of a deep crisis.

At the core of the restructuring is additional liquidity of up to 100 million euros, in which, according to reports, CVC and Goldman Sachs—which had already played a role in the creditor structure—will participate.

Surrounding this, however, is a dense web of guarantees and collateral that shifts the balance of power even further in favor of the creditors—in a company whose equity value has already been written down to zero by investment vehicles controlled by the majority shareholder.

The text of the announcement regarding Pharmathen International does not describe a simple bank financing arrangement. It outlines a comprehensive restructuring of the group’s financial framework, with a maximum scope of up to 664.5 million euros, which includes new debt, intra-group bond loans, refinancing of existing obligations, corporate guarantees, and collateral on key assets.

How much of this is truly “new” money?

The amount of 664.5 million euros does not translate into a corresponding inflow of new liquidity. It is the sum of the upper limits of three distinct components—that is, the scope of the obligations that the Greek company and the other debtors undertake to guarantee and secure.

The first component is the “New Debt”: additional liquidity initially amounting to 50 million euros, with the option to increase it by 30 million (accordion) and further through the issuance of PIK bonds (bonds that capitalize interest rather than paying it off), with a maximum cap of 100 million euros. This is essentially the new money in the transaction.

The second component involves an intra-group refinancing bond loan, with an initial amount of 266.4 million euros, capped (including PIK) at 400 million euros. It is not, therefore, new money, but rather a replacement of existing intra-group bond loans issued by the parent company.

The third component consists of €164.5 million in outstanding principal under existing Greek bond contracts—old debt that is not being refinanced but is being secured by additional collateral.

The flow of money and a revealing asymmetry

The mechanics of the transaction are multi-layered. The New Debt is initially provided to the Dutch company Pharmathen Bidco B.V., passes to Pharmathen Global B.V., and from there is directed to the direct shareholder of the Greek company, “Pharmathen S.A.” (PSA). Ultimately, PSA extends part of the amount to Pharmathen International through an intra-group bond loan.

Herein lies a particularly significant detail. The bond loan through which the parent company “channels” liquidity to the operating company is described in the announcement as unsecured.

At the same time, however, the Greek company is required to provide a corporate guarantee and collateral—in the form of real estate, machinery, shares, receivables, bank accounts, and intellectual property rights—for the entire New Debt as well as for the existing Greek bonds.

Simply put, the operating company receives the funds as an unsecured borrower but pledges its assets as a guarantor on behalf of the entire group. Its role, in other words, is more that of a provider of collateral than that of a protected recipient of liquidity.

The Implications of a Restructuring

Two further aspects of the announcement warrant attention.

First, approval of the transaction was required by the General Meeting because there was a conflict of interest involving all members of the Board of Directors. This is the typical pattern of a shareholder-led intra-group restructuring, where the same ultimate owner is on both sides of the table.

Second, companies from the Kroll Group—a firm specializing in restructurings and distressed situations—now serve as the collateral representative and the loan representative. This shift, compared to the past when a Greek bank played this role, is in itself indicative of the current climate.

It should be noted that, according to the announcement, part of the new liquidity is earmarked not only for working capital and general corporate purposes, but also for repairs, upgrades, and improvements to production facilities, as well as for staff training “to upgrade production operations.” The wording suggests a company that urgently needs to restore operational and production normalcy.

The challenging situation with the U.S.

Indeed, the debt restructuring move comes at a time that appears to be characterized by a particularly unfavorable regulatory and operational environment.

Pharmathen International’s facility in Sapes, Rodopi, found itself in the crosshairs of the U.S. FDA. In its warning letter dated May 27, 2026, the agency stated that it inspected the facility from November 10 to 21, 2025, and identified serious deviations from Current Good Manufacturing Practices (CGMP). The FDA even cited repeated failures in sterility and fill tests over the past five years—indicating a chronic, rather than a one-time, problem.

Even more critically, all products offered for import into the U.S. by Pharmathen International had already been placed, as of April 23, 2026, under Import Alert 66-40, a status that allows the FDA to detain shipments at the border without a physical inspection. According to correspondence released by the agency, the company itself stated that it would suspend the production and distribution of all drugs for the U.S. market until it completes its corrective and preventive actions (CAPA).

In other words, this amounts to a de facto suspension of supply to one of the group’s key target markets.

It would be inaccurate, however, to attribute the current pressure solely to the import alert. Available data indicate that the downturn had begun earlier. The import alert acted as a catalyst that accelerated and “sealed” the crisis; it did not cause it on its own.

From 1.6 billion euros to zero

The contrast with the recent past is striking. When, in July 2021, Partners Group announced the acquisition of Pharmathen from BC Partners, the transaction valued the company at an enterprise value of approximately 1.6 billion euros—up from the 475 million euros for which BC Partners had acquired it in 2015.

The narrative at the time was the development of an international CDMO specializing in advanced drug delivery technologies and, above all, the acceleration of expansion into the U.S.

Five years later, the picture has been turned on its head.

On June 12, 2026, Partners Group Private Equity Limited (the London-listed investment vehicle of the Partners Group) announced that Pharmathen had been placed on an FDA Import Alert restricting its supply to the U.S. market and that, based on the updated outlook, the implied enterprise value was deemed unlikely to be sufficient to cover the existing debt, so the relevant investment was valued at zero.

This vehicle held a stake worth approximately 20 million euros—a small amount in absolute terms. However, this is not an isolated case. Partners Group, a much larger publicly traded firm, valued its stake in Pharmathen’s common stock at $1.

What This Means for Lenders and Shareholders

Against this backdrop, the significance of this new move becomes clear. Lenders are not opting for a break, but rather for the company’s financial stabilization. They are providing or allowing additional liquidity, while at the same time drastically safeguarding their position with new guarantees and extensive collateral.

For the creditors, this is a protective measure. If the company restores its relationship with the FDA, regains normal access to the U.S. market (or shifts its focus to Europe), and stabilizes its production, the new liquidity could serve as a “bridge” to recovery.

If the restoration is delayed or proves more difficult, lenders will find themselves in a stronger position with respect to the group’s assets, as the stage of unsecured financing has been rendered obsolete by recent developments.

For shareholders, the message is more complex. The financing buys time and prevents a more abrupt fire-sale scenario. However, the value of their shares has ended up at the bottom of the capital chain, behind a heavy and now further secured debt, which could become even heavier through interest recapitalization.

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