Assertio to exchange $30 million of 6.5% convertibles due 2027

By Marisa Wong

Los Angeles, Feb. 23 – Assertio Holdings, Inc. announced it has entered into separate privately negotiated exchange agreements with a limited number of holders of its currently outstanding 6.5% convertible senior notes due 2027, according to a press release.

Under the exchange agreements, Assertio will exchange $30 million aggregate principal amount of notes for a combination of a cash payment and an agreed number of shares of its common stock.

Assertio will pay an aggregate of $10.5 million in cash and issue an aggregate of roughly 7 million shares of common stock in the transactions.

The company said it will not receive any cash proceeds from the issuance of common stock.

The transactions are subject to customary closing conditions and are expected to close on Feb. 27.

After completion of the transactions, the company expects to have $40 million aggregate principal remaining outstanding on the 6.5% convertible notes due 2027.

Chief executive officer Dan Peisert commented in the press release, “These transactions reduce our overall debt by $30.0 million, or 42.9%, while consuming only $10.5 million in cash.

“In addition, the transactions will save the company $2.0 million in annual interest payments, reduce the potential dilution from the exchanged convertible notes by 4.6%.”

SVB Securities LLC acted as exchange agent and financial adviser to Assertio in connection with the transactions, and Gibson, Dunn & Crutcher LLP acted as legal counsel to Assertio.

Assertio is a specialty pharmaceutical company based in Lake Forest, Ill.

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