MannKind Corporation (Nasdaq: MNKD) today announced that it has entered into a purchase agreement with The Mann Group LLC, an entity controlled by MannKind's chief executive officer and principal stockholder, Alfred E. Mann, for the sale of shares of its common stock to The Mann Group. The Mann Group has committed to purchase 31,250,000 restricted shares of MannKind's common stock, the same number of shares as the number of units that are expected to be purchased in the concurrent public offering of MannKind's common stock and warrants, which was initially announced on January 31, 2012. The shares to be purchased by The Mann Group will be priced at $2.47 per share, the consolidated closing bid price for MannKind's common stock as reported by The NASDAQ Global Market on February 2, 2012, resulting in an aggregate purchase price of approximately $77.2 million.
This aggregate purchase price will be paid by cancellation of principal indebtedness under MannKind's existing revolving loan arrangement with The Mann Group. At December 31, 2011, the principal amount outstanding under the loan arrangement was $277.2 million, and MannKind had $45.0 million remaining of available borrowings under the arrangement. The closing of this purchase is expected to take place following receipt of applicable clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended ("HSR Clearance"), and receipt of stockholder approval to increase the number of MannKind's authorized shares, as necessary.
The shares of MannKind common stock offered and anticipated to be sold to The Mann Group pursuant to this purchase agreement have not been and will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.