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Neurochem Announces Private Placement of US$80 Million Aggregate Principal Amount of 6% Senior Convertible Notes and 5% Senior Subordinated Convertible Notes

Neurochem Announces Private Placement of US$80 Million Aggregate Principal Amount of 6% Senior Convertible Notes and 5% Senior Subordinated Convertible Notes.

articleBluenergies Ltd.May 2, 20075/company/bluenergies-ltd/news/neurochem-announces-private-placement-of-usdollar80-million-aggregate-principal-amount-of-6percent-senior-convertible-notes-and-5percent-senior-subordinated-convertible-notes
Neurochem Announces Private Placement of US$80 Million Aggregate Principal Amount of 6% Senior Convertible Notes and 5% Senior Subordinated Convertible Notes

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[{"type":"text","content":"\n\n\n\nLAVAL, QC, May 2 /CNW Telbec/ - Neurochem Inc. (NASDAQ: NRMX, TSX: NRM)\nannounced today a private placement of US$80 million aggregate principal\namount of convertible notes, consisting of US$40 million of 6% senior\nconvertible notes due in 2027 and US$40 million of 5% senior subordinated\nconvertible notes due in 2012.\n\n\nThe 6% senior convertible notes have an initial conversion price equal to\nthe lesser of US$12.68 or the 5-day weighted average trading price of the\ncommon shares preceding any conversion subject to adjustments in certain\ncircumstances. Neurochem shall, at its option, be entitled to fix a conversion\nprice in certain circumstances upon obtaining shareholder approval. Neurochem\nwill pay interest on the notes until maturity on May 2, 2027, subject to\nearlier repurchase, redemption or conversion.\n\n\nThe 5% senior subordinated convertible notes shall be subject to\nmandatory conversion into common shares of Neurochem within 5 days of the\neffectiveness of a registration statement registering the underlying\nsecurities (the "Registration Date") at a price equal to the lesser of\nUS$12.68 or the 5-day weighted average trading price of the common shares\nending on the Registration Date, subject to adjustments in certain\ncircumstances. Neurochem will pay interest on the notes until maturity on May\n2, 2012, subject to earlier repurchase, redemption or conversion.\n\n\nIn connection with this transaction, Neurochem will issue warrants to\npurchase an aggregate of 2,250,645 common shares of Neurochem until May 2,\n2012 at an initial purchase price of US$12.68 per share ("Warrants"), subject\nto adjustments in certain circumstances.\n\n\nNeurochem has agreed to file a prospectus and registration statement to\nqualify the resale of the common shares issuable upon conversion or exercise\nto become effective within 10 business days of closing of the private\nplacement.\n\n\nNeurochem will use the net proceeds from the private placement for\ngeneral corporate purposes, which may include, but are not limited to,\nadvancing its current clinical development programs or initiating new ones,\nresearch for new or existing products and capital expenditures.\n\n\nThis announcement is neither an offer to sell nor a solicitation of an\noffer to buy any of these securities and shall not constitute...

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