Medivation (MDVN) Announces $175M Convertible Senior Notes Offering
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Medivation, Inc.(Nasdaq: MDVN) announced its intention to offer, subject to market and other conditions, approximately $175 million principal amount of convertible senior notes due April 1, 2017, in an offering registered under the Securities Act of 1933, as amended. Medivation also expects to grant the underwriters of the offering an option to purchase up to $26.25 million aggregate principal amount of additional notes. Citigroup is the sole book-running manager of the note offering.
The notes will be general senior unsecured obligations of Medivation and will pay interest semi-annually. On or after April 6, 2015, the company may redeem for cash all or a part of the notes if the closing sale price of its common stock for 20 or more trading days in a period of 30 consecutive trading days ending on the trading day preceding the date it provides notice of the redemption exceeds 130% of the conversion price in effect on each such trading day, subject to certain conditions. The redemption price will equal 100% of the principal amount of notes to be redeemed plus accrued and unpaid interest, if any, to, but excluding, the redemption date. Upon the occurrence of a fundamental change prior to the maturity date, holders may require the company to purchase for cash all or a portion of these notes at a purchase price equal to the principal amount of the notes to be purchased plus accrued and unpaid interest, if any, to, but excluding, the fundamental change purchase date. Prior to the close of business on the business day immediately preceding January 1, 2017, the notes will be convertible only upon certain circumstances. Upon conversion, Medivation will pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election. The interest rate, conversion rate, offering price and other terms will be determined at the time of pricing of the offering.
The notes will be general senior unsecured obligations of Medivation and will pay interest semi-annually. On or after April 6, 2015, the company may redeem for cash all or a part of the notes if the closing sale price of its common stock for 20 or more trading days in a period of 30 consecutive trading days ending on the trading day preceding the date it provides notice of the redemption exceeds 130% of the conversion price in effect on each such trading day, subject to certain conditions. The redemption price will equal 100% of the principal amount of notes to be redeemed plus accrued and unpaid interest, if any, to, but excluding, the redemption date. Upon the occurrence of a fundamental change prior to the maturity date, holders may require the company to purchase for cash all or a portion of these notes at a purchase price equal to the principal amount of the notes to be purchased plus accrued and unpaid interest, if any, to, but excluding, the fundamental change purchase date. Prior to the close of business on the business day immediately preceding January 1, 2017, the notes will be convertible only upon certain circumstances. Upon conversion, Medivation will pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election. The interest rate, conversion rate, offering price and other terms will be determined at the time of pricing of the offering.
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