Latham Advises Mineralys Therapeutics in Unique Three-Pronged Transaction — Royalty Repurchase, Debt Financing, and Equity Offering — Totaling Up to US$950 Million
Mineralys Therapeutics, Inc. (Nasdaq: MLYS), a biopharmaceutical company focused on developing medicines to target hypertension and related comorbidities such as chronic kidney disease (CKD), obstructive sleep apnea (OSA), and other diseases driven by dysregulated aldosterone, has announced the repurchase of all potential future royalty payments due to Tanabe Pharma Corporation related to lorundrostat in exchange for a US$200 million upfront payment and up to US$100 million once certain commercial milestones are met. Concurrently with the royalty repurchase, the company announced entering into a US$500 million committed debt facility with funds managed by Pharmakon Advisors, LP, of which US$100 million will be funded at closing.
In addition, Mineralys announced the pricing of an underwritten offering of 5,660,378 shares of its common stock at a price of US$26.50 per share. The aggregate gross proceeds to Mineralys from the offering, before deducting underwriting discounts and commissions and other estimated offering expenses, are expected to be approximately US$150 million. All of the securities to be sold in the offering are to be sold by Mineralys. The offering is expected to close on or about June 4, 2026.
Latham & Watkins LLP advised Mineralys Therapeutics on the equity offering with a team led by partners Cheston Larson and Matt Bush, with counsel Anthony Gostanian and associates Rachel Staub and Omeed Valipour; on the debt financing with a team led by partners Haim Zaltzman and Elizabeth Oh, with counsel Benjamin Gelfand and associate Ian Drazen; and on the royalty buyout with a team led by partner Kate Hillier, with associate Arun Mohan. Advice was also provided on intellectual property matters by counsel Robert Yeh, with associate Patrick Chew; on FDA matters by partner Elizabeth Richards, with counsel Chad Jennings; on healthcare matters by counsel Nicole Liffrig Molife; on data privacy and HIPAA matters by partner Heather Deixler, with associate Chad Leiper; on ERISA matters by counsel Aryeh Zuber; on convertible securities matters by partner Reza Mojtabee Zamani, with associate Claire Solimine; and on tax matters by partner Eric Cho.