Invitae to exchange $306 million 2% convertibles for new 4.5% convertibles and shares

By Wendy Van Sickle

Columbus, Ohio, Feb. 28 – Invitae Corp. said it has signed privately negotiated agreements with a fund managed by Deerfield Management Co. and other investors that call for the exchange of $306 million of Invitae’s 2% convertible senior notes due 2024 into $275 million of new 4.5% series A convertible senior secured notes due 2028 and about 14.3 million shares of the company’s common stock, according to a news release.

Invitae will also sell $30 million of additional 4.5% series A convertible senior secured notes due 2028 to the investors for cash.

The transactions are expected to close on March 7.

Based on the initial conversion price of $2.574, the new notes will be convertible into about118.6 million shares of common stock, subject to the potential issuance of additional shares in certain events.

The company will have the option to redeem all or any portion of the new notes for cash and the issuance of warrants.

The new notes will be convertible at any time at the option of the holders, subject to beneficial ownership cap and/or certain limitations imposed by the NYSE rules for any conversion into shares of common stock.

The new notes will be secured by a security interest in substantially all of the assets of the company and its material subsidiaries and a pledge of the equity interests of the company's direct and indirect subsidiaries.

Invitae is a San Francisco-based medical genetics company.

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