Pernix Therapeutics Holdings, Inc. (NASDAQ GM: PTX) (“Pernix” or the “Company”), a specialty pharmaceutical company, today announced that it has closed on the issuance of $65 million aggregate principal amount of 8.00% Convertible Senior Notes due 2019 (the “Notes”) to a group of institutional investors led by Athyrium Capital Management, providing the Company with expansion capital for the acquisition of accretive specialty products to be added to the Company’s portfolio, as well as for working capital and general corporate purposes.
Issuance of $65 Million of 8.00% Convertible Senior Notes
The Notes, which mature in 2019 unless earlier converted or repurchased, bear interest at a rate of 8.00% and are convertible into shares of Pernix common stock at an initial conversion price of $3.60 per share, representing a conversion premium of more than 70% over the last reported sale price of Pernix’s common stock on the NASDAQ Global Market on February 4, 2014. The Notes were issued at a price equal to 100% of the principal amount thereof. The net proceeds from the sale of the Notes, after deducting fees and expenses, are expected to be approximately $60.0 million.
Morgan Stanley & Co. LLC acted as placement agent in connection with the convertible debt financing. Perella Weinberg Partners LP acted as financial advisor in connection with the convertible debt financing.
The offering of the Notes was limited to institutional accredited investors pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). Neither the Notes nor any shares of Pernix’s common stock issuable upon conversion of the Notes have been registered under the Securities Act or under any state securities laws and, unless so registered, may not be offered or sold in the United States or to U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. Pursuant to the terms of separate registration rights agreements entered into with each of the investors, Pernix has agreed to file registration statements with the Securities and Exchange Commission registering the resale of the shares of common stock issuable upon conversion of the Notes.