Incyte Corporation (Nasdaq: INCY) today announced that it has completed
its previously announced private placement of $750 million aggregate
principal amount of its convertible senior notes, including notes issued
upon the exercise in full of the initial purchasers’ option to purchase
additional notes. The Company issued $375 million aggregate principal
amount of 0.375% convertible senior notes due 2018 (the 2018 notes) and
$375 million aggregate principal amount of 1.25% convertible senior
notes due 2020 (the 2020 notes).
Entities affiliated with Julian C. Baker, a director of the Company,
purchased $500 million aggregate principal amount of notes in this
offering, consisting of $250 million aggregate principal amount
of the 2018 notes and $250 million aggregate principal amount of
the 2020 notes.
The Company used a portion of the net proceeds from this offering to
repurchase a portion of the outstanding 4.75% convertible senior notes
due 2015 of the Company (2015 notes) held by entities affiliated with
Mr. Baker, in privately negotiated transactions, for an aggregate
consideration, including accrued interest, of approximately $500
million. The repurchase resulted in the retirement of approximately
$117.3 million aggregate principal amount of the 2015 notes. The Company
intends to use the remainder of the net proceeds from this offering to
continue investing in research and development, and for other general
corporate purposes.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities and shall not constitute an
offer, solicitation or sale in any jurisdiction in which such offer,
solicitation or sale is unlawful. The notes and the common stock
issuable upon conversion of the notes have not been registered under the
Securities Act of 1933 or applicable state securities laws and, unless
so registered, may not be offered or sold in the United States except
pursuant to an exemption from the registration requirements of the
Securities Act of 1933 and applicable state securities laws.
Forward-Looking Statements
Except for the historical information contained herein, the matters set
forth in this press release, including statements with respect to the
intended use of net proceeds from the offering, are all forward-looking
statements within the meaning of the “safe harbor” provisions of the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements are subject to risks and uncertainties that may cause actual
results to differ materially, including unanticipated costs in research
and development efforts or other unanticipated cash requirements, and
other risks detailed from time to time in Incyte’s filings with the
Securities and Exchange Commission, including its Quarterly Report on
Form 10-Q for the quarter ended September 30, 2013. Incyte disclaims any
intent or obligation to update these forward-looking statements.
Copyright Business Wire 2013