ViroPharma gets no tenders in offer for 2% convertibles after buyout

By Susanna Moon

Chicago, Feb. 25 - ViroPharma Inc. said none of its 2% convertible senior notes due 2017 were tendered in the tender offer triggered by the acquisition of the company by Shire plc.

The offer ended at 5 p.m. ET on Feb. 25 and had begun on Jan. 24.

As previously announced, Shire completed the tender offer for all of the outstanding shares of ViroPharma, as well as the merger of ViroPharma into Venus Newco, Inc., a wholly owned subsidiary of Shire, and terminated trading of ViroPharma stock on Nasdaq.

This resulted in a fundamental change under the note indenture and triggered the repurchase offer.

Holders could require ViroPharma to repurchase all of their convertibles on Feb. 25, the fundamental change repurchase date.

Holders who tendered their notes by the end of the offer would have received par plus accrued interest to the purchase date.

On Nov. 11, the company entered into an agreement to be acquired by Shire Pharmaceutical Holdings Ireland Ltd. for $50.00 per share. As a result, the notes were convertible until the fundamental change repurchase date, as previously noted.

Because the merger occurred, it constituted another fundamental change, and the notes will be convertible until 30 trading days after the effective date of the merger, or March 10.

The conversion rate for any notes converted prior to March 10 is 53.8224.

The paying agent and conversion agent is Wilmington Trust Co. (attn: Corporate Client Services, Rodney Square North, 1100 North Market Street, Wilmington, Del. 19890).

ViroPharma is a biopharmaceutical company based in Exton, Pa.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.