O’Melveny Represents Nektar Therapeutics in Private Placement of US$125 Million in Senior Secured NotesJuly 10, 2012
FOR IMMEDIATE RELEASE
Andrea Rodeschini Julie Fei
O’Melveny & Myers LLP O'Melveny & Myers LLP
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NEW YORK ─ JULY 10, 2012 ─ O’Melveny & Myers LLP represented Nektar Therapeutics in its private placement of 12% senior secured notes, valued at US$125 million. The sale of the notes is expected to close July 11, 2012, subject to standard closing conditions.
The O’Melveny team was led by partners Sung Pak, Eric Reimer, and Sam Zucker.
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The following press release was recently issued by Nektar Therapeutics:
Nektar Therapeutics Announces Private Placement of $125 Million of Senior Secured Notes Due in 2017
SAN FRANCISCO, July 10, 2012 /PRNewswire/ -- Nektar Therapeutics (Nasdaq: NKTR) today announced the private placement of $125 million of 12.0% Senior Secured Notes Due in 2017 in an offering exempt from the registration requirements of the Securities Act of 1933. Nektar intends to use the net proceeds from the offering of the Senior Secured Notes towards the repayment of its Convertible Subordinated Notes due September 28, 2012. The sale of the Senior Secured Notes is expected to close on July 11, 2012, subject to customary closing conditions.
"Today's $125 million secured notes placement, combined with the royalty sale we completed in the first quarter, significantly strengthens our cash position with no dilution to our shareholders," said Howard W. Robin, President and Chief Executive Officer of Nektar. "After repayment of all of our outstanding convertible debt, we expect to have approximately $300 million in cash and equivalents at the end of 2012, which should provide Nektar with multiple years of working capital."
The notes are callable by Nektar beginning in July 2015, subject to certain prepayment premiums and conditions. The Senior Secured Notes are not subject to financial performance targets. For further details on the terms and conditions of the Senior Secured Notes, please refer to the Form 8-K which is expected to be filed with the Securities and Exchange Commission following the anticipated close of the transaction on July 11, 2012.
The Senior Secured Notes and related note guarantees to be offered will not be and have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This press release shall not constitute an offer to sell or a solicitation of an offer to buy such notes or note guarantees and is issued in accordance Rule 135c under the Securities Act.
Nektar's cash, cash equivalents, and investments at March 31, 2012 were approximately $499 million. This does not include the proceeds from the anticipated closing of the Senior Secured Notes offering. The company reiterates its financial guidance for 2012 cash used in operations (plus capital expenditures) of between $130 million and $140 million.
Cowen and Company, LLC and CRT Capital Group LLC served as initial purchasers in the transaction, and O'Melveny & Myers LLP acted as counsel to Nektar. White & Case LLP acted as counsel to Cowen and Company, LLC and CRT Capital Group LLC.
Nektar Therapeutics is a biopharmaceutical company developing novel therapeutics based on its PEGylation and advanced polymer conjugation technology platforms. Nektar has a robust R&D pipeline of potentially high-value therapeutics in pain, oncology, and other therapeutic areas. In the area of pain, Nektar has an exclusive worldwide license agreement with AstraZeneca for naloxegol (NKTR-118), an investigational drug candidate, which is being evaluated in Phase 3 clinical studies as a once-daily, oral tablet for the treatment of opioid-induced constipation. This agreement also includes NKTR-119, an earlier stage development program that is a co-formulation of naloxegol and an opioid. NKTR-181, a novel mu-opioid analgesic in development to treat chronic pain, has completed Phase 1 development and is being prepared for a Phase 2 study. NKTR-192, a novel mu-opioid analgesic in development to treat acute pain is in Phase 1 clinical development. In oncology, NKTR-102 is being evaluated in a Phase 3 clinical study (the BEACON study) for the treatment of metastatic breast cancer and is also in Phase 2 studies for the treatment of ovarian and colorectal cancers.
Nektar's technology has enabled eight approved products in the U.S. or Europe through partnerships with leading biopharmaceutical companies, including Affymax's OMONTYS® for anemia, UCB's Cimzia® for Crohn's disease and rheumatoid arthritis, Roche's PEGASYS® for hepatitis C and Amgen's Neulasta® for neutropenia. Additional development-stage products that leverage Nektar's proprietary technology platform include Baxter's BAX 855, a long-acting PEGylated rFVIII program, which is in Phase 1 clinical development.
Nektar is headquartered in San Francisco, California, with additional operations in Huntsville, Alabama and Hyderabad, India. Further information about the company and its drug development programs and capabilities may be found online at http://www.nektar.com.