Ionis announces $700 million convertible notes offering to refinance 2026 debt

Ionis Pharmaceuticals Inc. (NASDAQ: IONS) announced plans to offer $700 million in convertible senior notes due 2030 through a private placement to qualified institutional buyers. The company also granted initial purchasers an option to buy an additional $70 million in notes within 13 days of issuance.

The notes will be unsecured obligations that accrue interest payable semiannually. Upon conversion, Ionis will deliver cash, common stock shares, or a combination of both at the company's discretion. Interest rate, initial conversion rate, and other terms will be determined at pricing.

Ionis plans to use net proceeds to repurchase its existing 0% convertible senior notes due 2026 and repay any remaining 2026 notes at maturity. The company may conduct concurrent repurchase transactions with 2026 note holders during the pricing of the new offering, though no assurance exists regarding the amount or terms of such repurchases.

The company expects holders of 2026 notes who have hedged their equity price risk may unwind hedge positions by purchasing Ionis common stock or entering derivative transactions. This activity could substantially affect trading volume and potentially increase the stock price, resulting in a higher effective conversion price for the new notes.

The notes and any common stock issuable upon conversion will not be registered under the Securities Act of 1933 and may only be sold to qualified institutional buyers under Rule 144A.

Based in Carlsbad, California, Ionis develops RNA-targeted medicines and has a pipeline focused on neurology and cardiometabolic diseases. The offering remains subject to market conditions and other factors.

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