Polish pharmaceutical manufacturer Synthaverse has received binding confirmation of a PLN 45 million ($11.6 million or €10.3 million) loan decision from the state-owned Industrial Development Agency (ARP), marking a significant step towards refinancing existing debt and restructuring the company’s finances.
The Warsaw-listed drugmaker, based in Lublin in eastern Poland, disclosed on 16 October that ARP had issued its financing decision the previous day. The proposed loan will be used to repay debt owed to Luxembourg-based lender ACP Credit I SCA SICAV-RAIF.
Synthaverse also plans to raise additional capital through a new share issue and expand its existing bank financing. Together, the measures are intended to reduce borrowing costs, improve liquidity and extend debt repayments while the company prepares to launch commercial manufacturing at its new Onko BCG pharmaceutical facility.
Management estimates that completing the restructuring could lower annual financing costs by approximately PLN 5.32 million ($1.37 million).
However, the refinancing is not yet complete. The ARP decision confirms the proposed financing terms, but actual disbursement still depends on final agreements, security arrangements, creditor approvals and additional funding.
ARP loan offers up to 10 years of financing
According to Synthaverse’s stock-market disclosure, report 38/2026, the ARP financing would be provided as a single loan payment with a maximum term of 120 months from signing.
The proposed terms include a grace period of up to 24 months for principal repayments, followed by 96 equal monthly principal instalments.
Interest would still be payable monthly from the date the financing is drawn.
The interest rate is based on WIBOR 1M, a Polish money-market benchmark, plus an initial margin of 3.5 percentage points.
That margin would temporarily rise to 4.0 percentage points until the required security arrangements are established. It could subsequently fall to 2.5 percentage points if Synthaverse meets a specified financial leverage threshold.
The rate is therefore variable rather than fixed, and the company’s actual interest costs will depend partly on movements in WIBOR and compliance with the loan conditions.
ARP, or Agencja Rozwoju Przemysłu, is Poland’s state-owned Industrial Development Agency, which provides development and restructuring finance to businesses.
The arrangement is a repayable commercial financing facility, not a grant or non-repayable subsidy.
Refinancing would replace existing ACP Credit debt
The principal purpose of the ARP loan is to refinance Synthaverse’s existing borrowing from ACP Credit.
The company entered into a financing agreement with the Luxembourg-based lender in November 2022, originally providing up to €9 million, with an option to increase the facility.
That borrowing helped finance and consolidate debt associated with the manufacturer’s investment programme.
Under its current arrangements, Synthaverse faces the start of principal repayments to ACP in December 2026.
The proposed ARP refinancing would substantially change that timetable.
If the new agreement is signed during the fourth quarter of 2026 and the full two-year principal grace period is used, the first principal repayments would instead fall due in the fourth quarter of 2028.
This would give the company additional time to develop revenue from its production investments before substantial principal repayments begin.
The restructuring would also replace euro-denominated debt with zloty financing, reducing the company’s direct exposure to exchange-rate movements on that borrowing.
However, the longer maturity does not remove the debt. It changes the repayment schedule, associated borrowing costs and financing conditions.
Share issue and additional mBank financing planned
The ARP loan represents only one element of Synthaverse’s proposed financing structure.
The company is also working with mBank to expand an existing revolving credit facility.
On 23 September, mBank issued a positive credit decision covering an extension of its existing overdraft facility and an increase in the available limit from PLN 3.5 million to as much as PLN 15 million.
That represents an increase of up to PLN 11.5 million, although the ARP financing conditions refer to additional bank financing of approximately PLN 10.5 million to PLN 11.5 million.
The proposed bank facility would have a 12-month term, distinct from the longer-term ARP loan.
Its availability remains subject to further product-level approval, signed documentation, security arrangements and other conditions.
Synthaverse also intends to obtain additional equity financing by issuing shares.
The amount to be raised, number of new shares, issue price and investors have not yet been established.
For existing shareholders, an equity issue could dilute their percentage ownership if they do not participate proportionately in the fundraising.
The company says it is considering different options for obtaining additional capital, which would help reduce the amount of existing debt requiring repayment from ARP funds and complete the restructuring.
The bank facility, loan refinancing and equity fundraising are linked. A failure to complete one element could complicate the financing package as a whole.
Refinancing comes with substantial financial conditions
The proposed ARP financing includes collateral and financial covenants designed to protect the lender.
Synthaverse would be required to provide security including mortgages of up to PLN 67.5 million over specified property rights, registered pledges over selected assets and security involving intellectual property associated with its pharmaceutical products.
The company would also be subject to financial performance requirements.
One of the principal conditions is a debt service coverage ratio, or DSCR, of at least 1.2, with the first assessment based on approved financial data for 2027.
The ratio measures a company’s ability to meet debt payments using available earnings or cash flow, depending on the contractual definition.
Dividend payments would be restricted unless Synthaverse satisfied a higher DSCR threshold of 1.5.
Additional controls would apply to increasing financial debt and granting certain forms of security or financial support to other businesses.
The agreement also provides for a reduction in the interest margin if the ratio of net debt to EBITDA falls below 3.0.
EBITDA is a measure of earnings before interest, tax, depreciation and amortisation. The leverage threshold provides an indication of how the lender will assess the company’s debt burden relative to operating earnings.
These provisions mean that the refinancing could improve near-term flexibility while introducing continuing obligations concerning debt, dividends and financial performance.
New Onko BCG factory central to repayment strategy
The restructuring is closely connected to Synthaverse’s investment in pharmaceutical manufacturing in Lublin.
The company has completed construction and equipping of a new production facility intended to manufacture Onko BCG, a medicinal product used in the immunotherapy of bladder cancer, alongside BCG tuberculosis vaccines.
The factory is not yet operating at its intended commercial capacity.
In an earlier company update on the new facility, Synthaverse confirmed that Poland’s Chief Pharmaceutical Inspector had extended its manufacturing authorisation following a decision on 18 August 2026.
However, the company explicitly distinguished that authorisation from the commencement of commercial production.
Additional work includes production-process validation and meeting Good Manufacturing Practice requirements.
Synthaverse has previously targeted late 2027 for commercial production, while a subsequent update described readiness around the turn of 2027 and 2028.
These remain company targets dependent on technical and regulatory progress.
The refinancing would allow the company to align debt repayments more closely with the period when it expects to begin generating additional revenue from the factory.
That timing is commercially important because pharmaceutical manufacturing investments can require substantial expenditure well before new production facilities begin generating sales.
Annual savings remain a company projection
Synthaverse estimates that its proposed refinancing could reduce annual financing costs by around PLN 5.32 million.
The projected savings would come from the overall restructuring of existing debt and financing arrangements rather than from the ARP loan in isolation.
The company also expects improved liquidity through the planned equity injection and the deferral of principal repayments.
Nevertheless, the savings have not yet been realised and cannot be treated as guaranteed.
Actual results will depend on the final loan agreements, the amount of capital raised, prevailing interest rates and the company’s future financial performance.
The next decisive milestones will be the signing of the ARP and bank financing agreements, completion of the equity fundraising and confirmation that the ACP debt has been repaid.
Until those steps are completed, Synthaverse has secured an important financing commitment but has not yet concluded its planned restructuring.
