Syndax Pharmaceuticals Inc. (NASDAQ: SNDX) announced it has entered into subscription agreements for $250 million in convertible senior notes due 2031. The notes carry a 2.25% interest rate and are expected to close on June 10, 2026.

The company estimates net proceeds of approximately $243 million after deducting placement agent fees and expenses. Syndax plans to use the funds for general corporate purposes, including working capital, research and development, commercialization activities and business development.

The notes will accrue interest payable twice yearly on June 15 and December 15, beginning December 15, 2026. They mature on June 15, 2031, unless converted, redeemed or repurchased earlier.

Noteholders may convert their notes under certain circumstances before March 15, 2031, and at any time from March 15, 2031 until two trading days before maturity. The initial conversion rate is set at 40.3894 shares per $1,000 principal amount, equivalent to a conversion price of approximately $24.76 per share.

This conversion price represents a 35% premium over the last reported sale price of Syndax common stock on the Nasdaq Global Select Market on June 3, 2026. Upon conversion, Syndax may pay cash, shares or a combination at its discretion.

The company cannot redeem the notes before June 20, 2029. After that date, Syndax may redeem notes if its stock price reaches at least 130% of the conversion price for 20 trading days within any 30-day period.

J. Wood Capital Advisors LLC serves as the sole placement agent for the private offering. The notes and any shares issued upon conversion have not been registered under the Securities Act of 1933.