UTICA, N.Y., Nov. 11 /PRNewswire-FirstCall/ -- CONMED Corporation (Nasdaq:
CNMD) announced today that it has completed its offering, in a private
placement, of $150 million in aggregate principal amount of 2.50% convertible
senior subordinated notes due 2024. The issuance includes the full exercise
of the initial purchasers' option to purchase up to an additional $25 million
of the 2.50% convertible senior subordinated notes.
The convertible notes are subordinated unsecured obligations of the
Company. The notes will be convertible into cash and, if applicable, shares
of the Company's common stock based on an initial conversion rate, subject to
adjustment, of 26.1849 shares per $1,000 principal amount of notes (which
represents an initial conversion price of approximately $38.19 per share),
under certain circumstances. 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 the principal amount.
The convertible notes will mature on November 15, 2024 and will not be
redeemable by the Company prior to November 15, 2011. The holders of the
convertible notes will be able to require the Company to repurchase some or
all of the convertible notes on November 15, 2011, 2014 and 2019.
The Company intends to use approximately $115 million of the net proceeds
from the offering to repay borrowings under its senior credit agreement and
has used approximately $30 million of the remaining net proceeds to repurchase
its common stock in privately negotiated transactions.
The convertible notes have been 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 an offer to buy any of the securities.
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 amount
of borrowings under the Company's senior credit agreement to be repaid.
SOURCE CONMED Corporation
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Related links:
http://www.conmed.com
CONTACT:
Robert Shallish, Jr., Chief Financial
Officer, CONMED Corporation, +1-315-624-3206
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