ICON unit plans to issue secured notes due 2027, 2029, 2034

By Mary-Katherine Stinson

Lexington, Ky., April 26 – ICON Investments Six DAC is in the market with a three-part offering of senior secured notes with maturities in 2027, 2029 and 2034, according to 424B5 and 6-K filings with the Securities and Exchange Commission.

The notes will be guaranteed on a senior secured basis by ICON plc and its existing and future wholly owned subsidiaries organized in the U.S., Ireland and Luxembourg that also secure the company’s senior secured dollar-denominated term loan facility, senior secured revolving credit facility and the 2.875% senior secured notes due 2026 issued by ICON’s wholly owned subsidiary PRA Health Sciences, Inc.

Each of the notes is redeemable at a make-whole premium before transitioning to a par call. The par call date is one month before maturity for the 2027 and 2029 notes and three months before maturity for the 2034 notes.

Additionally, the issuer may redeem the notes at par due to changes in tax laws and at 101 due to a change of control.

Citigroup Global Markets Inc., HSBC Securities (USA) Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and Santander US Capital Markets LLC are the underwriters.

Citibank, NA is the trustee.

Citibank, NA, London Branch is the collateral agent.

The issuer will be represented by Cahill Gordon & Reindel LLP (U.S. and New York law), A&L Goodbody LLP (Irish law) and. Loyens & Loeff Luxembourg Sarl (Luxembourg law).

Latham & Watkins LLP, Matheson LLP (Irish law) and NautaDutilh Avocats Luxembourg Sarl (Luxembourg law) will work on behalf of the underwriters.

The company will use the proceeds to provide intercompany loans to the U.S. borrower and Luxembourg borrower under its senior secured credit facilities, to repay a portion of its outstanding senior secured term loans under the secured facility and to pay fees, costs and expenses related to this offering. The remainder, if any, will be earmarked for general corporate purposes.

Application will be made to trade the notes on the International Stock Exchange Authority Ltd.

ICON is a Dublin-based provider of outsourced drug and device development and commercialization services to the pharmaceutical, biotechnology and medical device industries and government and public health organizations.

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