UTICA, N.Y., Nov. 3 /PRNewswire-FirstCall/ -- CONMED Corporation (Nasdaq:
CNMD) announced today that it intends to offer, in a private placement, $125
million in aggregate principal amount of convertible senior subordinated notes
due 2024. In addition, the Company expects to grant the initial purchasers a
13-day option to purchase up to an additional $18.75 million of convertible
senior subordinated notes.
It is contemplated that the convertible notes will be subordinated
unsecured obligations of the Company and will be convertible under certain
circumstances into a combination of cash and common stock of the Company. In
general, upon conversion, the holder of each note would receive the conversion
value of the note payable in cash up to the principal amount of the note and
common stock of the Company for the note's conversion value in excess of such
principal amount.
The Company intends to use approximately $90 million of the net proceeds
from the offering to repay borrowings under its senior credit agreement and
intends to use up to $30 million of the remaining net proceeds to repurchase
its common stock in privately negotiated transactions from a limited number of
persons, which may include shares sold by purchasers of the convertible notes
in "short" sales concurrently with, and contingent upon, the sales of the
notes. The Company intends to use any remaining proceeds not used to repay
debt or repurchase shares for working capital and general corporate purposes.
The convertible notes will be offered and sold only to qualified
institutional buyers in accordance with Rule 144A under the Securities Act of
1933, as amended. The convertible notes and the underlying common stock
issuable upon conversion have not been registered under the Securities Act or
any applicable state securities laws and may not be offered or sold in the
United States, absent registration or an applicable exemption from such
registration requirements. This announcement is neither an offer to sell nor
a solicitation of any offer to buy any of the securities to be offered.
Please note that this press release contains forward-looking statements
within the meaning of Section 21E of the Securities Exchange Act of 1934 that
represent the Company's current expectations and beliefs, including the
Company's intent to complete the offering described above.
SOURCE CONMED Corporation
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Related links:
http://www.conmed.com
CONTACT:
Robert Shallish, Chief Financial Officer of
CONMED Corporation, +1-315-624-3206
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