Invitrogen (Carlsbad, California) reported that it intends to offer $300 million of senior convertible notes, due 2025, to qualified institutional buyers. It said it also intends to grant the initial purchasers of the notes an option to purchase up to an additional $50 million aggregate principal amount of the notes to cover over-allotments.
The company said it intends to use a portion of the net proceeds of the offering to repay about $124 million borrowed under the company’s revolving line of credit with Bank of America. It said it will use the balance of the net proceeds for potential acquisitions and for general corporate purposes, including the potential repayment or redemption of other outstanding debt.
Invitrogen provides life science technologies for disease research, drug discovery and commercial bioproduction, conducting business in more than 70 countries and employing about 4,000 scientists and professionals.
Quidel (San Diego) reported that its board has authorized the repurchase of up to $25 million of the company’s common stock. The stock may be repurchased from time to time in both privately negotiated and open market transactions for a period of up to two years, subject to management’s evaluation of various conditions.
Quidel manufactures rapid diagnostic solutions at the point of care in infectious diseases and reproductive health. Marketed under the brand name of QuickVue, the portfolio currently includes tests that aid in the diagnosis of several disease or condition states, including influenza, Strep A, pregnancy, bacterial vaginosis, infectious mononucleosis, H. pylori and chlamydia. Quidel’s products are sold to healthcare professionals with a focus on the physician office lab and acute care markets through leading medical distribution partners on a worldwide basis.
In other financing news:
• Meridian Bioscience (Cincinnati) reported that it has called for redemption on July 8, 2005, all of its outstanding 7% convertible subordinated debentures due Sept. 1, 2006, at par plus accrued interest. At June 10, 2005, there were around $1.8 million of principal amount of such debentures outstanding.
On or prior to the close of business on July 7, 2005, holders of the 7% convertible debentures being called may convert their 7% convertible debentures into shares of common stock of Meridian at $16.09 a share. On June 10, 2005, the closing price of the common stock was $20.12 a share.
The right to convert the called 7% convertible debentures into common stock of Meridian will expire at close of business on July 7, 2005. To the extent that holders of the called 7% convertible debentures do not convert their 7% convertible debentures into common stock of Meridian, such 7% convertible debentures will be redeemed on July 8, 2005, at a redemption price of $1,000 per $1,000 face amount, plus accrued and unpaid interest to July 8, 2005.
Meridian is a life science company that manufactures diagnostic test kits, purified reagents and related products and offers biopharmaceutical enabling technologies. Meridian’s diagnostic products are used outside of the human body and require little or no special equipment. Meridian also claims strong market positions in the areas of gastrointestinal and upper respiratory infections, serology, parasitology and fungal disease diagnosis.
• Ardent Health Services (Nashville, Tennessee) reported extension of the expiration date for the previously reported cash tender offer and consent solicitation by its subsidiary, Ardent Health Services, Inc., for its outstanding 10% senior subordinated notes, due 2013, from 5 p.m., EDT, on June 27, 2005, to 5 p.m., EDT, on July 13, 2005. The company reported receiving tenders and consents from holders of $224.97 million in aggregate principal amount of the notes, representing roughly 99.99% of the outstanding notes.
The price determination date will be 2 p.m., EDT, 10 business days prior to the expiration date. The completion of the tender offer and consent solicitation is subject to the satisfaction or waiver by the company of a number of conditions, as described in the offer to purchase and consent solicitation statement dated April 15, 2005.
Ardent Health Services owns 34 hospitals in 13 states, providing a range of medical/surgical, psychiatric and substance abuse services to patients.
• NanoSignal (Las Vegas, Nevada) reported that it has cancelled 260 million debenture shares being held in reserve to be used for the United Indian Credit deal that was aborted.
Also, the previously announced shares that were cancelled – the 560 million, 25 million and the 75 million – are also cancelled, not returned to the treasury as previously announced. That leaves about 613 million shares outstanding with around 440 million in the float.
“This action is being done along with others to improve valuation of the company and prepare for the next phase of growth,” said NanoSignal President and CEO James Wolfe.
“We are focusing on our core technology,” said Dr. Rupert Perrin, chairman of NanoSignal. “We are working several other exciting developments that will complete our Slices technology.”
NanoSignal’s Slices technology is described as a system for enabling radiologists and technologists to perform advanced imaging features beyond the capabilities of standard MRI technology.