FREMONT, Calif., Feb. 7 /PRNewswire-FirstCall/ -- Protein Design Labs,
Inc. (PDL) (Nasdaq: PDLI) announced today that it intends to raise
approximately $250 million through an offering of seven-year notes that are
convertible into shares of PDL common stock, subject to market and other
conditions. In addition, the initial purchasers have a 30-day option to
purchase up to an additional $50 million in principal amount of seven-year
notes from PDL.
PDL expects to use the net proceeds from the offering for working capital
and other general corporate purposes, including research and development,
capital expenditures and expansion of our manufacturing facilities. PDL may
use a portion of the net proceeds to pay for the proposed acquisitions of ESP
Pharma Holding Company, Inc. and Retavase(R), and to acquire or invest in
other complementary businesses, products or technologies.
This press release is neither an offer to sell nor a solicitation of an
offer to buy any of the convertible senior notes, nor shall there be any sale
of these notes in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such state or jurisdiction.
The notes and the common stock issuable upon conversion of the notes have
not been registered under the Securities Act of 1933, as amended (the
Securities Act) or any state securities laws, and are being offered only to
qualified institutional buyers in reliance on Rule 144A under the Securities
Act. Unless so registered, the notes and common stock issued upon conversion
of the notes may not be offered or sold in the United States except pursuant
to an exemption from the registration requirements of the Securities Act and
applicable state securities laws.
The foregoing contains forward-looking statements involving risks and
uncertainties and PDL's actual results may differ materially from those in the
forward-looking statements, including but not limited to the ability of PDL to
complete the sale of the notes and the ability of PDL to effectively use the
proceeds of the sale for the indicated purposes. Factors that may cause such
differences are discussed in PDL's Annual Report on Form 10-K for the year
ended December 31, 2003, PDL's Quarterly Report on Form 10-Q for the quarter
ended September 30, 2004, PDL's Form 8-K filed on February 7, 2005, and other
filings made with the Securities and Exchange Commission. In addition, PDL
may be unable to consummate the acquisition of ESP Pharma Holding Company,
Inc. or to develop its or ESP Pharma's products and technologies, may
experience failures or delays in preclinical or clinical trials and may be
subject to administrative proceedings or disputes regarding its intellectual
property. All forward-looking statements included in this press release are
based upon information available to PDL as of the date hereof, and PDL assumes
no obligation to update any such forward-looking statements.
NOTE: Protein Design Labs and the PDL logo are registered U.S. trademarks
of Protein Design Labs, Inc.
SOURCE Protein Design Labs, Inc.
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Related links:
http://www.pdl.com
CONTACT:
James R. Goff, Senior Director, Corporate
Communications of Protein Design Labs, Inc., +1-510-574-1421, or
jgoff@pdl.com
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