IGI Laboratories Announces Proposed Offering of $125 Million of Convertible Senior Notes Due 2019
BUENA, N.J., Dec. 9, 2014 /PRNewswire/ -- IGI Laboratories, Inc. (NYSE MKT: IG; "IGI" or the "Company") announced today that, subject to market and other conditions, it intends to offer $125 million principal amount of Convertible Senior Notes due 2019 (the "Notes"). The Notes are being offered only to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). In addition, IGI intends to grant to the initial purchasers of the Notes a 30-day option to purchase up to an additional $18.750 million aggregate principal amount of the Notes.
The Notes will be senior unsecured obligations of IGI, and interest will be paid semi-annually. The Notes will be convertible by holders beginning on September 15, 2019, or earlier, upon specified events, and upon conversion, the holders will receive, at IGI's option, shares of IGI's common stock, cash, or a combination thereof. However, if IGI has not received stockholder approvals to increase the number of authorized shares of IGI's common stock and comply with certain listing standards of the NYSE MKT, IGI would be required to satisfy any conversion obligations solely in cash or, at IGI's option subject to certain conditions and limitations, in shares of IGI's common stock.
The interest rate, conversion rate, conversion price and other terms of the Notes will be determined at the time of pricing of the offering. Additionally, subject to certain conditions, the Company may redeem for cash any or all outstanding Notes on or after December 19, 2017 in an amount equal to the outstanding principal amount of such Notes, plus accrued and unpaid interest.
IGI intends to use the net proceeds from the sale of the Notes for general corporate purposes, including, without limitation, capital expenditures and potential future acquisitions and strategic transactions. IGI has no pending agreement or understanding with respect to any such acquisition or transaction.
The Notes and any common stock issuable upon conversion of the Notes have not been registered under the Securities Act or applicable state securities laws and may not be offered or sold in the United States without registration or an applicable exemption from registration requirements. IGI does not intend to file a registration statement for the resale of the Notes or any common stock issuable upon conversion of the Notes.
This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful. Any offers of the securities will be made only by means of a private offering memorandum pursuant to Rule 144A under the Securities Act.
About IGI Laboratories, Inc.
IGI Laboratories is a specialty generic pharmaceutical company. Our mission is to be a leading player in the specialty generic prescription drug market.
Forward-Looking Statements
This press release contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended, including statements about the anticipated closing of the offering and the anticipated use of the proceeds from the offering. Actual results or developments may differ materially from those projected or implied in these forward-looking statements. Factors that may cause such a difference include, without limitation, risks and uncertainties related to whether or not we will be able to raise capital through the sale of the Notes, market and other conditions, the satisfaction of customary closing conditions related to the offering and the impact of general economic, industry or political conditions in the United States or internationally. There can be no assurance that we will be able to complete the offering on the anticipated terms, or at all. You should not place undue reliance on these forward-looking statements, which apply only as of the date of this press release. Additional risks and uncertainties relating to the offering, IGI and our business can be found under the heading "Risk Factors" in the filings that we periodically make with the Securities and Exchange Commission. In addition, the forward-looking statements included in this press release represent our views as of the date of this press release. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.
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SOURCE IGI Laboratories, Inc.
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