-- Offering size of $300 million --
-- Offering proceeds, along with balance sheet cash, expected to fund
a debt reduction of ~$550 million --
DUBLIN--(BUSINESS WIRE)--Mar. 6, 2019--
Horizon Pharma plc (Nasdaq: HZNP) today announced the pricing of its
underwritten public offering of 12,244,898 of its ordinary shares at a
price to the public of $24.50 per share. The net proceeds to the Company
from this offering are expected to be approximately $284 million, after
deducting underwriting discounts and other estimated offering expenses
payable by the Company. The Company has also granted the underwriters a
30-day option to purchase up to an additional 1,836,734 ordinary shares
solely to cover over-allotments. The offering is expected to close on or
about March 11, 2019, subject to customary closing conditions.
Citigroup, Morgan Stanley, Goldman Sachs & Co. LLC and Cowen are acting
as joint book-running managers for the offering.
The Company intends to use the net proceeds from this offering, together
with cash on hand, to redeem or repay approximately $550 million of
outstanding debt, consisting of a portion of the outstanding principal
amount of term loans under the Company’s Credit Agreement and a portion
of the outstanding principal amount of the Company’s 6.625% Senior Notes
due 2023, as well as to pay the related premiums, accrued interest and
fees and expenses associated with the planned redemption or repayment.
A registration statement relating to the ordinary shares described above
was previously filed with and became effective by rule of the Securities
and Exchange Commission (“SEC”). A preliminary prospectus supplement and
accompanying prospectus related to the offering was filed with the SEC
and is available on the SEC’s website located at http://www.sec.gov.
Copies of the final prospectus supplement and accompanying prospectus,
when available, may be obtained on the SEC’s website or by contacting
Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155
Long Island Avenue, Edgewood, NY 11717 or by phone at 800-831-9146;
Morgan Stanley & Co. LLC, 180 Varick Street, 2nd
Floor, New York, NY 10014, Attention: Prospectus Department; Goldman
Sachs & Co. LLC, c/o: Prospectus Department, 200 West Street, New York,
NY 10282, by email at firstname.lastname@example.org
or by phone at 866-471-2526; or Cowen and Company, LLC, c/o Broadridge
Financial Services, 1155 Long Island Avenue, Edgewood, NY, 11717, Attn:
Prospectus Department or by phone at 631-274-2806.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of, the
shares in any state or other jurisdiction which such offer, solicitation
or sale would be unlawful prior to the registration or qualification
under the securities laws of any such state or other jurisdiction.
About Horizon Pharma plc
Horizon Pharma plc is focused on researching, developing and
commercializing innovative medicines that address unmet treatment needs
for rare and rheumatic diseases. By fostering a growing pipeline of
medicines in development and exploring all potential uses for currently
marketed medicines, we strive to make a powerful difference for
patients, their caregivers and physicians. For us, it’s personal: by
living up to our own potential, we are helping others live up to theirs.
Forward Looking Statements
This press release contains forward-looking statements, including, but
not limited to, statements related to the completion, timing, net
proceeds of the public offering and the Company’s expected use of the
net proceeds and cash on hand. These forward-looking statements are
based on Horizon Pharma’s current expectations and inherently involve
significant risks and uncertainties. Actual results and the timing of
events could differ materially from those anticipated in such
forward-looking statements as a result of these risks and uncertainties,
which include, without limitation, risks and uncertainties associated
with the satisfaction of customary closing conditions related to the
public offering and the fact that Horizon Pharma will have discretion in
the application of net proceeds and could use the net proceeds for
purposes other than those described in the forward-looking statements.
Additional risks and uncertainties relating to the public offering,
Horizon Pharma and its business can be found under the caption “Risk
Factors” in the prospectus supplement relating to the offering and
elsewhere in Horizon’s SEC filings and reports, including its Annual
Report on Form 10-K for the year ended December 31, 2018.
Forward-looking statements speak only as of the date of this press
release, and Horizon Pharma undertakes no duty or obligation to update
any forward-looking statements contained in this release as a result of
new information, future events or changes in its expectations.
View source version on businesswire.com: https://www.businesswire.com/news/home/20190306005892/en/
Source: Horizon Pharma plc
Senior Vice President, Investor Relations
Executive Director, Investor Relations
U.S. Media Contact:
President, Corporate Affairs & Chief Communications Officer
Ireland Media Contact: