Affymetrix Inc., (Nasdaq:AFFX) announced today that it has entered into an agreement to sell $105 million aggregate principal amount of unsecured 4.00% Convertible Senior Notes due 2019. Affymetrix also has granted the underwriters an option to purchase up to $10 million aggregate principal amount of additional notes on the same terms and conditions, solely to cover over-allotments, if any.
The notes will be convertible into Affymetrix’s common stock at an initial conversion rate of 170.0319 shares per $1,000 principal amount of notes, subject to adjustment. This conversion rate is equivalent to an initial conversion price of approximately $5.88 per share. This represents a premium of approximately 25% to the last reported sale price of Affymetrix’s common stock on the NASDAQ Global Select Market on June 19, 2012.
Affymetrix intends to use the net proceeds from the offering to fund a portion of the purchase price for its pending acquisition of eBioscience Holding Company, Inc. In the event that the acquisition of eBioscience is not consummated and Affymetrix does not elect to redeem the notes, Affymetrix management will retain broad discretion over use of the net proceeds.
Citigroup and Morgan Stanley are acting as joint book-running managers of the offering, and BofA Merrill Lynch and Baird are acting as co-managers.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. The offering of securities may be made only by means of a base prospectus and the related prospectus supplement. Copies of these offering documents can be obtained by contacting Citigroup, Attention: Prospectus Department, Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, NY 11220, telephone: 1-877-858-5407 or Morgan Stanley, 180 Varick Street (second floor), New York, NY 10014, telephone: 1-866-718-1649 or by emailing firstname.lastname@example.org.
All statements in this press release that are not historical are "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act as amended, including statements regarding Affymetrix’s “expectations,” “beliefs,” “hopes,” “intentions,” “strategies” or the like. Such statements are subject to risks and uncertainties that could cause actual results to differ materially, including but not limited to whether or not Affymetrix will complete the offering, the anticipated use of proceeds of the offering and risks relating to Affymetrix’s ability to consummate the acquisition of eBioscience. For a detailed discussion of these and other cautionary statements and risk factors, please refer to Affymetrix’s Form 10-K for the year ended December 31, 2011, Affymetrix’s Form 10-Q for the quarter ended March 31, 2012 and other SEC reports. Affymetrix expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Affymetrix’s expectations or any change in events, conditions, or circumstances on which any such statements are based.
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