The Life Sciences team advised Allurion Technologies (NYSE: ALUR) on the closing of its $48 million convertible senior secured note financing with certain entities managed by RTW Investments, LP. Proceeds were used to repay in full the company’s obligations under its existing term loan with Fortress Credit Corp., reducing the company’s interest expense and increasing operational flexibility.
The notes bear interest at the rate of 6% per annum, with the Company’s option to pay interest in kind for the first three years, and mature on April 16, 2031. The notes may be converted at the option of the noteholders into common stock of Allurion at any time after the earliest of (i) the date on which stockholder approval is obtained, (ii) December 31, 2025, (iii) the date of a fundamental change company notice, and (iv) the make-whole fundamental change effective date, subject to certain conditions and limitations, at a 35% conversion premium to the lower of (i) the 30-day VWAP at signing and (ii) the price per share in the company’s next equity offering. The company has agreed to customary registration rights with respect to the shares of common stock issuable upon conversion of the notes. The notes may be redeemed by Allurion at its option under certain circumstances following the fourth anniversary of the date of issuance.
The Goodwin team was led by Mohammed Alvi, Luiza Stewart and Samantha Mita (Debt Finance), Danielle Lauzon, Paul Rosie and Jack Rosen (Corporate), Jim Barri (Debt Capital Markets), Daniel Karelitz and Matthew Dunay (Tax), Kristin Havranek and Jacob Panangat (IP), Roger Cohen and Matthew Smith (Healthcare Regulatory), Laurent Bonnet (France), and Robert Lemons (Restructuring), with invaluable assistance from Michele Eason-Priest.
For additional details, please read the press release.