By Abigail W. Adams
Portland, Me., March 25 – Ascendis Pharma A/S priced $500 million of six-year convertible notes after the market close on Thursday at par with a coupon of 2.25% and an initial conversion premium of 42.5%, according to a company news release.
Pricing came at the midpoint of talk for a coupon of 2% to 2.5% and at the rich end of talk for an initial conversion premium of 37.5% to 42.5%, according to a market source.
J.P. Morgan Securities LLC and Evercore Inc. were bookrunners for the Rule 144A offering, which carries a greenshoe of $75 million.
The notes are non-callable until April 7, 2025 and then subject to a 130% hurdle.
They are putable upon a fundamental change.
Concurrently, the company plans to repurchase 1 million of the company’s American Depositary Shares in privately negotiated transactions effected through the initial purchasers of the notes or their agents.
Net proceeds are estimated to be $485 million or will be $557.9 million if the greenshoe is exercised in full.
Approximately $116.7 million of net proceeds will be used to fund the share repurchase. Remaining proceeds will be used to support the commercialization and development of products in the pipeline and for general corporate purposes.
Ascendis is a Copenhagen-based biopharmaceutical company.
| Issuer: | Ascendis Pharma A/S
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| Amount: | $500 million
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| Greenshoe: | $75 million
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| Issue: | Convertible senior notes
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| Maturity: | April 1, 2028
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| Bookrunners: | J.P. Morgan Securities LLC and Evercore Inc.
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| Coupon: | 2.25%
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| Price: | Par
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| Yield: | 2.25%
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| Conversion premium: | 42.5%
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| Conversion price: | $166.34
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| Conversion rate: | 6.0118
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| Call options: | Non-callable until April 7, 2025 and then subject to a 130% hurdle
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| Put options: | Upon a fundamental change
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| Pricing date: | March 24
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| Settlement date: | March 29
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| Distribution: | Rule 144A
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| Talk: | Coupon of 2% to 2.5% and initial conversion premium of 37.5% to 42.5%
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| Stock symbol: | Nasdaq: ASND
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| Stock price: | $116.73 at market close March 24
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| Market capitalization: | $6.66 billion
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