OPKO Health, Inc. filed an 8-K on August 14, 2026, disclosing that on August 13, 2026, it entered into an amendment to its Note Purchase Agreement and issued additional senior secured notes with an aggregate initial principal amount of $125,000,000.

Key Highlights

  • Principal amount: The Additional Notes carry an aggregate initial principal amount of $125,000,000.
  • Maturity date: The Notes mature on July 17, 2044.
  • Interest rate: The Notes bear interest at the 3-month SOFR, subject to a 4.0% per annum floor, plus 7.5% per annum.
  • Security: The Notes are secured by EirGen's royalty interest in mazdutide under a license agreement with Eli Lilly and Company dated February 25, 2010, and by profit share payments from Pfizer, Inc. received by EirGen.
  • Mazdutide Payments cap: Mazdutide Payments are capped at $187.5 million, subject to certain indemnified liabilities and expenses.
  • Agent: HCR Injection SPV, LLC serves as agent under the Amended Agreement.
  • Exemption from registration: The issuance was conducted in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933 and Rule 144.

OPKO Health Amends Note Purchase Agreement, Adds $125M in Secured Notes Backed by Royalties

According to the filing, OPKO Health, Inc. (NASDAQ:OPK) entered into an amendment on August 13, 2026, to its initial Note Purchase Agreement dated July 17, 2024. The amendment was made with certain purchasers, wholly-owned subsidiaries OPKO Biologics Ltd. and EirGen Pharma Limited as guarantors, and HCR Injection SPV, LLC as agent. Under the Amended Agreement, the company issued additional senior secured notes with an aggregate initial principal amount of $125,000,000.

The filing states that the Notes mature on July 17, 2044, and bear interest at the 3-month Secured Overnight Financing Rate (SOFR), subject to a 4.0% per annum floor, plus 7.5% per annum, consistent with the terms of the Original Agreement. Interest is payable quarterly and is determined by profit share payments received by EirGen pursuant to its profit share arrangement with Pfizer, Inc. The filing further discloses that the Notes are secured by EirGen's royalty interest in mazdutide under a license agreement with Eli Lilly and Company dated February 25, 2010, covering royalty payments for sales of mazdutide in China. In the event that Royalty Payments in any quarter are less than accrued and unpaid interest due, the Mazdutide Payments are applied to cover the shortfall, and any excess funds after that application are used to pay down principal.

The Amended Agreement, according to the filing, contains customary terms and covenants, including negative covenants such as limitations on indebtedness, liens, amendments to certain material contracts, and disposition of assets, as well as financial covenants and customary events of default. The company disclosed that the full text of the form of Additional Note and the Amended Agreement will be filed as an exhibit to its Quarterly Report on Form 10-Q for the quarter ended September 30, 2026.

What Was Disclosed

OPKO Health disclosed the issuance of $125,000,000 in additional senior secured notes under an amended Note Purchase Agreement, with a 2044 maturity date, interest tied to SOFR plus 7.5%, and security backed by royalty and profit share payments received by subsidiary EirGen Pharma Limited.