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OSI 2% notes now convertible through July 19 on another major change
By Susanna Moon
Chicago, June 18 - OSI Pharmaceuticals Inc. said its 2% convertible senior subordinated notes due 2025 will remain convertible through July 19.
The notes became convertible on Friday, when the company's common stock was delisted from the Nasdaq Global Select Market, which constitutes a fundamental change under the indenture.
As a result, holders may convert the notes for 30 days after the announcement of the fundamental change. The conversion period relating to the delisting will continue through July 19.
The company said it elected to satisfy the conversion obligation in cash.
The notes are convertible at a rate of 33.9847 common shares per $1,000 note.
OSI Pharmaceuticals' stock (Nasdaq: OSIP) closed at $57.49 on June 17.
OSI said on June 9 that the notes were convertible through at least July 8 because the company merged with an indirect subsidiary of Astellas Pharma, Inc., which constituted a fundamental change under the notes.
The notes were convertible at a rate of 34.0420 common shares per $1,000 principal amount of notes, which was equivalent to a conversion price of $29.38. OSI's stock closed at $57.49 on June 8.
The notes also became convertible on June 3 when Astellas became the beneficial owner of 50% or more of the company's voting stock under a tender offer, which constitutes a fundamental change under the indenture.
The notes were convertible at a rate of 33.9847 common shares per $1,000 principal amount, or an effective conversion price of $29.43 per share.
The notes also became convertible on April 1 because the company's common stock closed at or above $35.32 per share for 20 trading days within the 30-trading-day period ended March 31.
Based in Melville, N.Y., OSI Pharmaceuticals develops and commercializes targeted medicines designed to extend life and improve the quality of life for patients with cancer, diabetes or obesity.
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