Phibro Animal Health Reports Acquisition, New Debt

TL;DR

Phibro just bought something and took on new debt. Big moves happening.

AI Summary

On October 31, 2024, Phibro Animal Health Corporation filed an 8-K report detailing the completion of an acquisition and the creation of a direct financial obligation. The filing also includes a Regulation FD disclosure and financial statements, indicating significant corporate activity and financial commitments for the company.

Why It Matters

This filing signals a significant corporate action for Phibro Animal Health, involving both strategic expansion through acquisition and the assumption of new financial responsibilities, which could impact its future financial performance and operational scope.

Risk Assessment

Risk Level: medium — The acquisition and new financial obligations introduce potential integration challenges and financial risks that could affect the company's performance.

Key Players & Entities

• Phibro Animal Health Corporation (company) — Registrant
• October 31, 2024 (date) — Date of report
• Delaware (jurisdiction) — State of incorporation
• 001-36410 (identifier) — Commission File Number
• 13-1840497 (identifier) — IRS Number

FAQ

Key Financial Figures

• $0.0001 — ch registered Class A Common Stock, $0.0001 par value per share PAHC NASDAQ Sto
• $350 million — the acquisition at a purchase price of $350 million in cash, subject to certain adjustments
• $189 million — dated as of July 3, 2024, comprised of $189 million of Delayed Draw Term A-1 Loans and $161
• $161 million — lion of Delayed Draw Term A-1 Loans and $161 million of Delayed Draw Term A-2 Loans. The f

Filing Documents

• tm2427228d1_8k.htm (8-K) — 29KB
• tm2427228d1_ex99-1.htm (EX-99.1) — 10KB
• tm2427228d1_ex99-1img01.jpg (GRAPHIC) — 16KB
• 0001104659-24-113064.txt ( ) — 236KB
• pahc-20241031.xsd (EX-101.SCH) — 3KB
• pahc-20241031_lab.xml (EX-101.LAB) — 33KB
• pahc-20241031_pre.xml (EX-101.PRE) — 22KB
• tm2427228d1_8k_htm.xml (XML) — 4KB

01. COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS

ITEM 2.01. COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS. On October 31, 2024, Phibro Animal Health Corporation, a Delaware corporation (the "Company") and Phibro Animal Health S.A., a Belgium corporation and wholly-owned subsidiary of the Company (together with the Company, "Phibro"), completed the acquisition of the medicated feed additive (MFA) product portfolio, certain water soluble products and related assets (the "Purchased Business") of Zoetis Inc., a Delaware corporation ("Zoetis"), pursuant to the terms and conditions of the previously announced Purchase and Sale Agreement (as amended, modified or supplemented, the "Purchase Agreement") by and among Phibro and Zoetis. Phibro completed the acquisition at a purchase price of $350 million in cash, subject to certain adjustments set forth in the Purchase Agreement. The Company intends to file an amendment to this Form 8-K to file the financial statements and pro forma financial information required by Item 9.01 with respect to the acquisition not later than 71 calendar days after the due date of this Form 8-K. The foregoing description of the Purchase Agreement is qualified in its entirety by reference to the Purchase Agreement, which is included as Exhibit 2.1 to the Company's Annual Report on Form 10-K filed on August 28, 2024 and incorporated by reference herein.

03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION

ITEM 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT. On October 31, 2024, in connection with the completion of the acquisition of the Purchased Business, Phibro borrowed $350 million under its Credit Agreement, dated as of July 3, 2024, comprised of $189 million of Delayed Draw Term A-1 Loans and $161 million of Delayed Draw Term A-2 Loans. The foregoing description of the Credit Agreement is qualified in its entirety by reference to the Credit Agreement, which is included as Exhibit 10.2 to the Company's Annual Report on Form 10-K filed on August 28, 2024, and the summary of the material terms thereof included in the Company's Current Report on Form 8-K filed on July 9, 2024, each of which is incorporated by reference herein.

01. REGULATION FD DISCLOSURE

ITEM 7.01. REGULATION FD DISCLOSURE. On October 31, 2024, the Company issued a press release announcing the completion of the acquisition. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information contained in this Item 7.01 and in the press release is being furnished and shall not be deemed to be "filed" for purposes of Section 18 of, or otherwise regarded as filed under, the Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

01 FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits Exhibit Number Description 99.1 Press Release, dated October 31, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. PHIBRO ANIMAL HEALTH CORPORATION Registrant Date: October 31, 2024 By: /s/ Judith Weinstein Name: Judith Weinstein Title: Senior Vice President, General Counsel and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR