Santhera Announces Settlement of Exchange Offer and Issuance of New Senior Unsecured Convertible Bonds due 2024
Pratteln, Switzerland, May 4, 2021 – Santhera Pharmaceuticals (SIX: SANN) announces the settlement of the exchange offer in respect of its CHF 60 Million Convertible Bonds due 2022 and the issuance of CHF 30,270,375 Senior Unsecured Convertible Bonds due 2024.
Santhera Pharmaceuticals Holding AG is settling today its offer to exchange its outstanding CHF 60 million 5% Convertible Bonds due 2022 (the 2017/22 Bonds) on the terms set out in the Notice of Repurchase Offer dated March 25, 2021 (the Exchange Offer). Upon settlement, 2017/22 Bonds in the aggregate principal amount of CHF 15,155,000 remain in circulation.
Santhera will issue today Senior Unsecured Convertible Bonds due 2024 (the 2021/24 Bonds) in the aggregate principal amount of CHF 30,270,375, on the terms set out in the issuance and listing prospectus dated May 4, 2021, to those holders of the 2017/22 Bonds who accepted the Exchange Offer. The principal amount/denomination of the 2021/24 Bonds is CHF 3,375 per bond, with a conversion price of CHF 3.00 and a conversion ratio of 1,123 shares per bond.
In addition, holders of the 2017/22 Bonds which accepted the Exchange Offer will receive an aggregate of 233,194 Santhera shares (or 26 shares per 2017/22 Bond).
The admission to trading and thereafter the listing of the 2021/24 Bonds will be applied for by Basler Kantonalbank as listing agent. The first trading day of the 2021/24 Bonds will be set, once the necessary approvals of SIX Exchange Regulation Ltd have been granted, and notified to the holders of the 2021/24 Bonds.
After the settlement and issuance of the new bonds, the Company’s share capital will be as follows:
Conversion of the 2021/24 Bonds, excluding any make whole interest, would utilize 10,080,371 underlying shares, the balance of 4,826,249 conditional and authorized shares is expected to be required to satisfy existing agreements or additional financing.
Stifel Nicolaus Europe Limited is serving as sole financial advisor to the Company.
Overview bonds issued by Santhera: https://www.santhera.com/investors-and-media/investor-toolbox/bonds
Notice of a Repurchase Offer (Exchange of CHF 60,000,000 Senior Unsecured Convertible Bonds due 2022): https://www.santhera.com/investors-and-media/investor-toolbox/bond-exchange-offering
Preliminary Issuance and Listing Prospectus Regarding the New Bonds: https://www.santhera.com/investors-and-media/investor-toolbox/bond-exchange-offering
Santhera Pharmaceuticals (SIX: SANN) is a Swiss specialty pharmaceutical company focused on the development and commercialization of innovative medicines for rare neuromuscular and pulmonary diseases with high unmet medical need. Santhera has an exclusive license for all indications worldwide to vamorolone, a first-in-class dissociative steroid with novel mode of action, currently investigated in a pivotal study in patients with DMD as an alternative to standard corticosteroids. The clinical stage pipeline also includes lonodelestat (POL6014) to treat cystic fibrosis (CF) and other neutrophilic pulmonary diseases as well as an exploratory gene therapy approach targeting congenital muscular dystrophies. Santhera out-licensed ex-North American rights to its first approved product, Raxone® (idebenone), for the treatment of Leber's hereditary optic neuropathy (LHON) to Chiesi Group. For further information, please visit www.santhera.com.
Raxone® is a trademark of Santhera Pharmaceuticals.
For further information please contact:
European Economic Area
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