Stocks
Nuvation Bio Announces Pricing of Upsized Offering of $250.0 million of Convertible Senior Notes
Nuvation Bio Announces Pricing of Upsized Offering of $250.0 million of Convertible Senior Notes
About this update from Nuvation Bio Inc.
NEW YORK, June 25, 2026 Nuvation Bio Inc. ("Nuvation Bio") (NYSE: NUVB), a global oncology company focused on tackling some of the toughest challenges in cancer treatment, today announced the pricing of its underwritten offering (the "Offering") of $250.0 million aggregate principal amount of 0.75% Convertible Senior Notes due in 2032 (the "Notes"). The aggregate principal amount of the Offering was increased from the previously announced offering size of $200.0 million. The sale of the Notes to the underwriters is expected to close on June 30, 2026, subject to customary closing conditions. Nuvation Bio also granted the underwriters of the Notes a right to purchase, exercisable within 30 days of the date of the prospectus supplement relating to the Offering, up to an additional $37.5 million aggregate principal amount of Notes, solely to cover over-allotments, if any. The Notes will be general unsecured obligations of Nuvation Bio and will accrue interest payable semiannually in arrears on January 1 and July 1 of each year, beginning on January 1, 2027, at a rate of 0.75% per year. The Notes will mature on July 1, 2032 unless earlier converted, redeemed or repurchased. Nuvation Bio estimates that the net proceeds from the Offering will be approximately $241.2 million (or approximately $277.6 million if the underwriters exercise their over-allotment option in full), after deducting the underwriting discounts and commissions and estimated Offering expenses payable by Nuvation Bio. Nuvation Bio expects to use the net proceeds from the Offering (i) to pay the cost of the capped call transactions described below, (ii) to repay in full all obligations under its senior secured loan agreement, and (iii) for general corporate purposes, which may include working capital, operating expenses, capital expenditures and general and administrative expenses. If the underwriters exercise their over-allotment option, Nuvation Bio expects to use a portion of the net proceeds from the sale of the additional Notes to enter into additional capped call transactions and the remainder for general corporate purposes as described above. Noteholders may convert all or any portion of their Notes at their option at any time prior to the close of business on the business day immediately preceding April 1, 2032, only if one or more specific conditions are met. On or after April 1, 2032 until the close of business on the second scheduled trading day immediately preceding the maturity date, the Notes will be convertible in integral multiples of $1,000 principal amount at the option of the noteholders at any time regardless of these conditions. Upon conversion, Nuvation Bio will pay or deliver, as the case may be, cash, shares of Nuvation Bio's Class A common stock, par value $0.0001 per share (the "Class A common stock"), or a combination of cash and shares of Class A common stock, at its election.