By Kenneth Lim
Boston, April 25 - Oscient Pharmaceuticals Corp. set an upsized $60 million of five-year 3.5% convertible senior notes Wednesday at the rich end of talk at an offer price of 77.5. The convertibles have an initial conversion premium of 110.9% and a yield of about 10.7% based on the offer price.
The convertibles have par of $1,000, and are being sold for cash together with concurrent exchange offers for Oscient's $185.448 million outstanding 3.5% convertible senior notes due 2011 and $22.31 million outstanding 5% convertible promissory notes due 2009. All the new convertibles have the same terms.
Price talk guided for a reoffered price of 72.5 to 77.5. The coupon and initial conversion price were the same.
The size of the cash offering was originally $30 million, but it was increased to $50 million on April 18 and increased again at pricing. There is no over-allotment option.
Piper Jaffray & Co. is the placement agent of the registered offering.
The new notes are non-callable for the first three years. They may not be put.
The company may force conversion of the notes at any time subject to a hurdle at 130% of the conversion price.
The convertibles have dividend and takeover protection.
Oscient, a Waltham, Mass.-based biopharmaceutical company, said it will use the proceeds of the cash deal to fund general corporate purposes.
| Issuer: | Oscient Pharmaceuticals Corp.
|
| Issue: | Convertible senior notes
|
| Bookrunner: | Piper Jaffray & Co.
|
| Amount: | $60 million
|
| Greenshoe: | None
|
| Maturity: | April 15, 2011
|
| Coupon: | 3.5%
|
| Price: | Par, offered at 77.5
|
| Yield: | 10.7%
|
| Conversion premium: | 110.9%
|
| Conversion price: | $13.50
|
| Conversion ratio: | 74.0741
|
| Mandatory conversion option: | Subject to hurdle at 130% of conversion price
|
| Dividend protection: | Yes
|
| Takeover protection: | Yes
|
| Call protection: | Non-callable before May 10, 2010
|
| Puts: | None
|
| Price talk: | Offered at 72.5-77.5
|
| Pricing date: | April 25 after the close
|
| Settlement date: | May 1
|
| Distribution: | Registered
|
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