A Medical Device Daily
Pharmaceutical research company Kendle International (Cincinnati) said it has completed a $200 million convertible debt offering. The company sold $200 million in debt, due 2012, $25 million of that amount due to the underwriter’s exercise of an over-allotment option.
The company estimates receiving $193.6 million in net proceeds from the sale, and said it will use about $146 million to repay outstanding debt and the rest for general corporate purposes, which could include paying off additional debt, working capital, or investments in other businesses.
Kendle entered into convertible note hedge transactions with certain dealers, intended to reduce dilution to the company’s shareholders upon any future notes conversion. The company also entered into warrant transactions with the offering, selling warrants to buy Kendle common stock to the same dealers that entered into the convertible note hedge transactions.
SonoSite (Bothell, Washington), maker of ultrasound equipment, also reported the closing of its offering of $200 million of convertible senior notes, due 2014, with net proceeds about $193.5 million.
The seven-year notes will convert initially at 26.1792 common shares per $1,000 principal amount of notes, equivalent to an initial conversion price of about $38.20 a share.
SonoSite has granted the underwriters a 30-day option to buy up to $25 million of additional notes to cover over-allotments.
SonoSite said it intends to use the proceeds for acquisitions and general corporate purposes.
JPMorgan was the book running manager and Piper Jaffray and Savvian served as co-managers for the offering.
In other financing news:
• Satiety (Palo Alto, California) reported the closing of a $30 million Series D financing led by new investor Skyline Ventures.
Other new investors included HLM Venture Partners and Pinnacle Ventures. Existing investors Venrock, Three Arch Partners, Morgenthaler Ventures and Thomas Fogarty also participated in the financing. John Freund of Skyline Ventures will join the company’s board of directors and Stephen Sullivan of Skyline and Al Wiegman of HLM will be observers to the board.
Satiety, founded in 2001 by serial inventor and entrepreneur Thomas Fogarty, MD, of The Foundry (Menlo Park, California), develops tools for endoscopists and gastrointestinal surgeons with technology to support treatment of obesity.
• Brendan Technologies (Carlsbad, California), a company developing software for immunoassay and bioassay testing, said it has secured a bridge financing of $600,000, led by Little Bear Investments and facilitated by Midtown Partners & Co.
The company said the financing will be used to complete an upgraded version of its StatLIA software. With the upgrade, Brendan said it will provide software that will be capable of facilitating enterprise-wide lab infrastructures, enhance accuracy and speed in both immunoassay and bioassay testing, provide data analysis graphics and increase overall quality, efficiency and regulatory compliance required in laboratory testing.
• Health Care REIT (Toledo, Ohio) reported the pricing of its offering of $400 million of 4.75% convertible senior notes, due 2027.
Health Care REIT granted the underwriters a 30-day option to buy up to another $60 million of notes to cover over-allotments, if any.
Net proceeds from the offering are about $389.5 million, to be used to invest in additional properties.
UBS Investment Bank and Banc of America Securities are acting as joint bookrunning managers.
• Triad Hospitals (Plano, Texas) said that it has determined the tender offer yield for its outstanding tender offer and consent solicitation for any and all of its outstanding 7% senior notes due 2012 and any and all of its outstanding 7% senior subordinated notes due 2013. The tender offer yield for the 2012 notes tendered and accepted will be 5.550% and was determined as of 10 a.m., EDT, on Monday.
As of 5 p.m. EDT, Monday the company had received tenders and consents from holders of roughly $599.3 million in aggregate principal amount of the 2012 notes, about 99.9% of the outstanding principal amount of the 2012 notes and holders of about $599 million in aggregate principal amount of the 2013 notes, representing about 99.8% of the total outstanding principal amount of the 2013 notes.
The offer will expire at midnight, EDT, July 30, unless further extended or terminated by the company.
Triad, through its affiliates, owns and manages hospitals and ambulatory surgery centers in small cities and larger urban markets. The company currently operates 54 hospitals and 13 ambulatory surgery centers in 17 states and Ireland with about 9,855 licensed beds.
• Community Health Systems (Franklin, Tennessee), said it has determined the tender offer yield for its outstanding tender offer and consent solicitation for any and all of its outstanding 6% senior subordinated notes due 2012. The tender offer yield for the notes tendered and accepted will be 5.499%
Assuming an early settlement date of July 25, the total consideration for each $1,000 principal amount of notes validly tendered and not validly withdrawn prior to June 13, is $1,043.28, which includes a consent payment of $30 per $1,000 principal amount of the notes. The company has retained Credit Suisse Securities and Wachovia Securities to act as dealer managers in connection with the offer.