deCODE genetics (Nasdaq:DCGN) today announced that
it proposes to make an offering of 3.5% Senior Convertible
Notes due 2011. The size of the offering will be subject
to market and other conditions. The offering will be
made by means of an offering memorandum to qualified
institutional buyers pursuant to Rule 144A under the
Securities Act of 1933. The Notes will be convertible
into deCODE common stock at a price of $14 per share.
The Notes have the same interest rate and conversion
price as the existing 3.5% Senior Convertible Notes
due 2011 issued in April 2004 and will otherwise have
substantially similar terms but will be a separate
series.
deCODE expects to use the proceeds of the proposed
offering principally for advancing its drug and diagnostic
discovery and development programs, as well as for
general corporate purposes.
Neither the Notes nor the shares of common stock issuable
upon conversion of the Notes have been registered under
U.S. or state securities laws, and may not be offered
or sold in the United States absent registration or
an applicable exemption from registration requirements.
This press release shall not constitute an offer to
sell or the solicitation of an offer to buy these securities,
nor shall there be any sale of these securities in
any state in which such offer, solicitation or sale
would be unlawful prior to the registration or qualification
under the securities law of any such state.
Any statements contained
in this press release that relate to future plans,
events or performance, including
the possible offering of the securities described in
this release, the timing of such offering and the pricing
and other terms associated with such securities, are
forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. These
forward-looking statements are subject to a number
of risks and uncertainties that could cause actual
results to differ materially from those described in
the forward-looking statements. These risks and uncertainties
include, among others, those relating to technology
and product development, integration of acquired businesses,
market acceptance, government regulation and regulatory
approval processes, intellectual property rights and
litigation, dependence on collaborative relationships,
ability to obtain financing, competitive products,
industry trends and other risks identified in deCODE’s
filings with the Securities and Exchange Commission.
These documents may be examined at public reference
facilities maintained by the SEC or accessed through
the SEC's web site at http://www.sec.gov. deCODE undertakes
no obligation to update or alter these forward-looking
statements as a result of new information, future events
or otherwise.
