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Wednesday, September 25, 2019

Lannett Announces pricing of $75 million of Convertible Senior Notes Due 2026

Lannett Company, Inc.,  (NYSE: LCI) (“Lannett” or the “Company”) today announced the pricing of $75 million aggregate principal amount of 4.50% convertible senior notes due 2026 (the “Notes”) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). Lannett also granted the initial purchaser of the Notes a 30-day option to purchase up to an additional $11.25 million aggregate principal amount of the Notes. The sale of the Notes to the initial purchaser is expected to settle on September 27, 2019, subject to customary closing conditions, and Lannett estimates that it will receive approximately $72.7 million in net proceeds (or $83.6 million if the initial purchaser exercises its option to purchase additional Notes in full) after deducting the initial purchaser’s discount and estimated offering expenses payable by Lannett.

The Notes will bear interest at a rate of 4.50% per year. Interest will be payable semiannually in arrears on April 1 and October 1 of each year, beginning on April 1, 2020. The Notes will mature on October 1, 2026, unless earlier converted, redeemed or repurchased in accordance with their terms. Lannett may not redeem the Notes prior to October 6, 2023. Lannett may redeem for cash all or part of the Notes, at its option, on or after October 6, 2023 if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which Lannett provides notice of redemption at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. Following certain corporate events that occur prior to the maturity date or if the Company delivers a notice of redemption with respect to all or a part of the Notes, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert its Notes in connection with such corporate event or notice of redemption.
The initial conversion rate for the Notes is 65.4022 shares of the Company’s common stock per $1,000 principal amount of the Notes (which is equivalent to an initial conversion price of approximately $15.29 per share of the Company’s common stock). The initial conversion price represents a premium of approximately 10% to the $13.90 per share last reported sale price of the Company’s common stock on September 24, 2019. Upon conversion, the Notes will be settled in shares of the Company’s common stock.

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