Supernus Prices Offering Of $75 Million Of 7.50% Convertible Senior Secured Notes Due 2019

ROCKVILLE, Md, April 26, 2013 (GLOBE NEWSWIRE) -- Supernus Pharmaceuticals, Inc. (Nasdaq:SUPN) ("Supernus") today announced the pricing of its offering of $75.0 million aggregate principal amount of Convertible Senior Secured Notes due 2019 (the "Convertible Notes") in a private offering under the Securities Act of 1933, as amended (the "Securities Act"). Supernus also granted to the initial purchasers of the Convertible Notes a 30-day option to purchase up to an additional $15.0 million aggregate principal amount of the Convertible Notes. The sale of the Convertible Notes is expected to close on May 3, 2013, subject to customary closing conditions.

Supernus expects that the net proceeds from this offering of Convertible Notes will be approximately $72.0 million, after deducting initial purchasers' discounts and estimated offering expenses payable by Supernus. Supernus intends to use approximately $21.0 million of the net proceeds to repay in full its borrowings under and terminate its secured credit facility and the remainder of the net proceeds to fund the commercialization of its approved and tentatively approved drugs, Oxtellar XR and Trokendi XR, to continue development of its pipeline products and for other general corporate purposes.  

The Convertible Notes will be Supernus' senior secured obligations, secured by liens on substantially all of Supernus' assets. The Convertible Notes will bear interest at a rate of 7.50% per year, payable semi-annually in arrears on May 1 and November 1 of each year, commencing November 1, 2013. The Convertible Notes will mature on May 1, 2019, unless earlier converted, redeemed or purchased by Supernus.

Upon conversion of a note, if Supernus has not received the requisite approval from its stockholders in accordance with applicable NASDAQ rules, a holder of Convertible Notes may surrender all or a portion of its Convertible Notes for conversion at any time prior to the close of business on the business day immediately preceding the maturity date. If Supernus obtains stockholder approval, (1) on and after such date of approval and prior to the close of business on the business day immediately preceding November 1, 2018, the Convertible Notes will be convertible at the option of the holders only under certain conditions and (2) on and after November 1, 2018, until the close of business on the business day immediately preceding the maturity date, holders may convert their Convertible Notes at their option, irrespective of these conditions.

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