Valeant Pharmaceuticals International Announces Proposed Offering of Convertible Subordinated Notes
13 Novembre 2003 - 2:34PM
PR Newswire (US)
Valeant Pharmaceuticals International Announces Proposed Offering
of Convertible Subordinated Notes COSTA MESA, Calif., Nov. 13
/PRNewswire-FirstCall/ -- Valeant Pharmaceuticals International
announced today its intention to offer, subject to market and other
conditions, approximately $200 million principal amount of
Convertible Subordinated Notes due 2010 and approximately $200
million principal amount of Convertible Subordinated Notes due 2013
through offerings to qualified institutional buyers pursuant to
Rule 144A under the Securities Act of 1933, as amended (the
"Securities Act"). Ribapharm Inc., a wholly owned subsidiary of
Valeant Pharmaceuticals, will also be an obligor with respect to
both series of notes, jointly and severally with Valeant
Pharmaceuticals, until certain events occur. The notes are
convertible into shares of Valeant Pharmaceuticals common stock.
Valeant Pharmaceuticals expects to grant the initial purchasers an
option to purchase additional notes. The common stock of Valeant
Pharmaceuticals, formerly known as ICN Pharmaceuticals, is
currently listed on the New York Stock Exchange under the symbol
ICN. Valeant will be listed under the symbol VRX effective November
14, 2003. Valeant Pharmaceuticals intends to use a portion of the
net proceeds of the offerings to enter into convertible note hedge
and written call option transactions with respect to VRX common
stock to reduce the potential dilution from conversion of the
notes. In connection with those transactions, the initial
purchasers may take positions in VRX common stock in secondary
market transactions and/or enter into various derivative
transactions both in anticipation of and after the pricing of the
notes. In addition, Valeant Pharmaceuticals intends to use all or a
portion of the remaining proceeds to retire, pursuant to privately
negotiated transactions, open market purchases, a tender offer or
otherwise, a portion of Valeant Pharmaceuticals' and Ribapharm's
outstanding 6 1/2% Convertible Subordinated Notes due 2008. Any
remaining amount not used to retire 6 1/2% notes will be used for
general corporate purposes, including potential product
acquisitions. This press release does not constitute an offer to
sell or the solicitation of an offer to buy any securities. The
offering will be made only to qualified institutional buyers in
accordance with Rule 144A under the Securities Act of 1933. The
securities to be offered have not been registered under the
Securities Act, or any state securities laws, and unless so
registered may not be offered or sold in the United States, except
pursuant to an exemption from, or in a transaction not subject to,
the registration requirements of the Securities Act and applicable
state securities laws. About Valeant Valeant Pharmaceuticals
International (NYSE:VRXNYSE:effectiveNYSE:NovemberNYSE:14NYSE:
2003) is a global, publicly traded, research-based specialty
pharmaceutical company that discovers, develops, manufactures and
markets a broad range of pharmaceutical products. More information
about Valeant can be found at http://www.valeant.com/.
FORWARD-LOOKING STATEMENTS This press release contains
forward-looking statements within the meaning of the federal
securities laws relating to expectations, plans or prospects for
Valeant Pharmaceuticals, including those relating to whether or not
Valeant Pharmaceuticals will offer the notes or consummate the
offering, the anticipated terms of the notes and the offering and
the anticipated use of proceeds of the offering. These statements
are based upon the current expectations and beliefs of the Valeant
Pharmaceuticals' management and are subject to certain risks and
uncertainties that could cause actual results to differ materially
from those described in the forward-looking statements. These risks
and uncertainties include market conditions and other factors
beyond the Valeant Pharmaceuticals' control and the risk factors
and other cautionary statements discussed in the Valeant
Pharmaceuticals' filings with the U.S. Securities and Exchange
Commission. For further information please contact: Jeff Misakian
of Valeant Pharmaceuticals, +1-714-545-0100, ext. 3309. DATASOURCE:
Valeant Pharmaceuticals International CONTACT: Jeff Misakian of
Valeant Pharmaceuticals, +1-714-545-0100, ext. 3309 Web site:
http://www.valeant.com/
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