Biotech company Pharming Group NV ("Pharming" or the "Company") (NYSE Euronext: PHARM) today announces that it has made a public offer to the holders of convertible bonds (issued in 2007) to convert their bonds into a combination of cash and shares.
* Pharming is offering EUR 7,500 cash and 59,000 shares for each outstanding bond with a nominal value of EUR 50,000.
* The total amount of outstanding convertible bonds is EUR 35.8 million.
* The Company will execute the transaction if at least 60% of the outstanding convertible bonds are submitted for conversion.
* To convert all of the outstanding bonds under this offer, Pharming would have to issue 42.24 million shares and pay EUR 5.37 million cash.
The cash needed for such transaction has been obtained from private placements with existing shareholders and from enhanced calls under the existing Standby Equity Distribution Agreement with Yorkville Advisors. Together, the subscriptions for newly issued shares currently amount for up to EUR 5.2 million. The new shares to be issued in respect of this EUR 5.2 million investment will reflect subscription prices in a range of EUR 0.517 and EUR 0.546 per share. Part of these new funds is dependent upon 60% of the bondholders accepting the offer. As of today, the Company has already received EUR 2.9 million. During the course of this week, another EUR 1.8 million is expected to be received, with the remainder to be settled over the next weeks. EUR 5.37 million has already been placed into an escrow account in anticipation of payment to convertible bondholders upon successful completion of this offer, sourced from a combination of Pharming's existing cash balances and the new subscriptions for equity mentioned above.
Dr. Sijmen de Vries, Chief Executive Officer, commented: "We are extremely pleased with the support of our shareholders who have helped us to finance this transaction. We believe that we have made a fair offer to the bondholders which, if accepted, will provide those bondholders with an equitable share of Pharming's equity, while simultaneously allowing us to make additional steps towards improving our financial situation. We now believe that also, on completion of this transaction, we will be strongly positioned to focus on the development of, and ultimately bring to market, our core asset Rhucin."