A Medical Device Daily

MannKind (Valencia, California) reported that it has agreed to sell an aggregate of 20 million shares of its common stock in an underwritten public offering at a price of $17.42 per share for a total value of $348,400,000.

Of the offered shares, 5,776,000 shares will be sold to certain MannKind's officers and directors, including its chairman, CEO and principal stockholder, Alfred Mann.

Due to overall demand in the offering as well as interest from new investors, Mann will receive 5,750,000 shares in the offering, the company said.

The underwriters will not receive any underwriting discount on the shares sold to the MannKind officers and directors. The company has granted the underwriters a 30-day option to purchase up to an additional 3 million shares of common stock to cover any over-allotments. All of the shares are being offered by the company.

Concurrently with its agreement to sell shares of its common stock, MannKind has agreed to sell $100 million aggregate principal amount of 3.75% senior convertible notes due in 2013 in an underwritten public offering. None of these notes will be sold to Mann or other officers or directors of MannKind. The company has also granted the underwriters a 13-day option to purchase up to an additional $15 million aggregate principal amount of notes to cover any over-allotments. The notes will be convertible by holders into shares of MannKind's common stock at an initial conversion rate of 44.5002 shares of common stock per $1,000 principal amount of notes, which represents an initial conversion price of approximately $22.47 per share.

J.P. Morgan Securities and Merrill Lynch & Co. are acting as joint lead managers and joint bookrunners of each of the public offerings. Wachovia Capital Markets, CIBC World Markets, and Leerink Swann & Co. are acting as co-managers of the common stock offering.

MannKind focuses on the development of therapeutic products for diseases such as diabetes and cancer. Its lead product, the Technosphere insulin system, is currently in Phase 3 clinical trials in the U.S., Europe and Latin America, to study its safety and efficacy in the treatment of diabetes.

In other financing news:

  • Volcano (Rancho Cordova, California) has priced an offering of shares of its common stock at $16.75 per share. The offering consists of 7.5 million shares, of which 3.5 million are primary shares offered by the company, and 4 million are secondary shares offered by certain stockholders and officers of the company. In addition, the company has granted the underwriters an option to purchase up to 1,125,000 additional shares to cover any over-allotments.

J.P. Morgan Securities and Piper Jaffray & Co. are serving as joint book-running managers for the offering, with Bear, Stearns & Co. and Cowen and Co. serving as co-managers.

Volcano makes a variety of medical devices that diagnose and treat heart disease, including atherosclerosis.

  • CardioDynamics (San Diego), developer of Impedance Cardiography (ICG) technology, has entered into an amendment of the $5.25 million 8% subordinated convertible debt securities with its largest institutional shareholder.

The amendment, among other things, extends the term of the convertible note from three years to five years, adds an investor put option under which the holders may elect to be repaid at the end of the third year.

As a result of the amendments, the company will no longer be required to record quarterly conversion option valuation adjustments, which totaled $1.5 million during the second and third quarters of 2006. In addition, the company will no longer be required to record non-cash accounting charges related to the elimination of the implied discount on the convertible notes, which totaled $236,000 in the second and third quarters of 2006.

  • Sigma-Aldrich (St. Louis) said it has closed on $100 million in private long-term debt with the sale of 5.11% series 2006-A senior notes due Dec. 5, 2011. Bank of America facilitated the placement with an institutional investor.

The company retired $75 million 5.16% senior notes that matured on Nov. 20, 2006. Sigma-Aldrich is a life science and high technology company. Its products and kits are used in scientific and genomic research, biotechnology, pharmaceutical development, the diagnosis of disease and as components in pharmaceutical and other high technology manufacturing.

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