BIOCRYST PHARMACEUTICALS INC 8-K

What Happened
BioCryst Pharmaceuticals (BCRX) filed an 8-K reporting that on January 23, 2026 it closed the merger to acquire Astria Therapeutics and simultaneously entered into a Loan Agreement providing $400 million of initial term loans to fund the transaction and related costs. The loan was provided by lenders arranged by Blackstone Alternative Credit Advisors LP and Blackstone Life Sciences Advisors L.L.C., with Wilmington Trust, N.A. as agent.

Key Details

• Merger closing: Axel Merger Sub, Inc. merged with and into Astria; Astria is now a wholly owned subsidiary of BioCryst.
• Consideration: Each outstanding Astria common share received 0.59 shares of BioCryst and $8.55 in cash (plus cash in lieu of fractional shares), per the merger terms.
• Financing: $400 million term loan funded on January 23, 2026; maturity date January 23, 2031 (5-year term).
• Loan economics and terms: quarterly interest-only payments; interest = 3-month SOFR (floor 1.75%) + 4.50% margin (PIK option available for up to 200 bps of interest through the 2nd anniversary, with a 0.50% margin increase when PIK is used); loans are secured by substantially all assets and include customary covenants, mandatory prepayments (e.g., change of control), and prepayment premiums that step down over time.

Why It Matters
The 8-K confirms BioCryst has completed a strategic acquisition (Astria) and has secured significant debt financing ($400M) to fund the cash portion of the deal and related expenses. Investors should note the new leverage, security on substantially all assets, interest cost tied to SOFR with a material margin, and potential covenant limitations that may affect future transactions, dividends, or additional borrowing. The filing also includes a press release announcing the closing.