VANCOUVER, Aug. 10, 2012 /CNW/ - Angiotech Pharmaceuticals, Inc.
("Angiotech") announced today the expiration of the offer by its
subsidiary, Angiotech Pharmaceuticals (U.S.), Inc. ("Angiotech U.S."),
to exchange (the "Offer") up to $225 million aggregate principal amount
(the "Maximum Principal Exchange Amount") of Angiotech's Senior
Floating Rate Notes due 2013 (the "Existing Notes") (CUSIP
No.034918AH5) for new 9% Senior Notes due 2016 (the "New Notes") to be
issued by Angiotech U.S.
"Due to strong demand for our New Notes, we were able to increase the
maximum potential size of our exchange offer. We are pleased, in
response to our significantly improved business performance, that many
of our existing creditors have shown such strong support for our
Company," said Thomas Bailey, President and CEO of Angiotech.
"Additionally, as these New Notes are similar in cost, on an after tax
basis, as compared to our existing debt, we welcome the opportunity to
exchange into New Debt with extended maturity out to 2016," said Mr.
The Offer expired at 11:59 p.m. New York City time, on August 9, 2012.
A total of $255,532,000 aggregate principal amount of Existing Notes
were validly tendered (the "Tendered Notes"). Because the aggregate
principal amount of Tendered Notes exceeded the Maximum Principal
Exchange Amount, Angiotech U.S. will accept Existing Notes for exchange
on a pro rata basis. The amount of each holder's validly tendered
Existing Notes accepted for exchange will be determined by multiplying
each holder's tender by a proration factor of 0.8805, rounded down to
the nearest integral multiple of $1,000. All Existing Notes that were
validly tendered but that will not be accepted for exchange by
Angiotech will be returned to or credited to the accounts of their
All holders of Existing Notes that validly tendered (and did not validly
withdraw) their Existing Notes prior to the Early Tender Time, and
whose Existing Notes were accepted for exchange, will receive New Notes
with a principal amount constituting a 2.0% premium (the "Early Tender
Premium") to the principal amount of the Existing Notes so exchanged,
such that each $1,000 of Existing Notes so accepted for exchange shall
be exchanged for $1,020 of New Notes rounded down to the nearest
integral multiple of $1,000. Holders that validly tendered their
Existing Notes after the Early Tender Time and prior to the expiration
of the Offer, will be entitled to receive the New Notes with a
principal amount equal to the principal amount of any Existing Notes so
accepted for exchange, and will not be entitled to receive the Early
Tender Premium. All but a nominal amount of the Tendered Notes were
tendered prior to the Early Tender Time.
In conjunction with the Offer and related consent solicitation for the
Existing Notes, Angiotech will enter into a supplemental indenture (the
"Supplemental Indenture"), which amends the Indenture, dated as of May
12, 2011, among Angiotech, the guarantors named therein and Deutsche
Bank National Trust Company, as trustee, relating to the Existing
Notes. The Supplemental Indenture, among other modifications, provides
that the New Notes and Existing Notes will vote together as a single
class on certain matters.
This press release is not an offer to exchange any Existing Notes, a
solicitation of an offer to exchange any Existing Notes, a solicitation
of consents with respect to the Existing Notes, an offer to sell any
New Notes or the solicitation of an offer to buy any New Notes.
The New Notes were offered pursuant to an exemption from the
registration requirements of the Securities Act of 1933, as amended
(the "Securities Act") contained in Section 3(a)(9) of the Securities
Act. Angiotech has not filed and will not file a registration statement
under the Securities Act with respect to the offer of New Notes
pursuant to the Offer and Consent Solicitation.
Forward Looking Statements
Statements contained in this press release that are not based on
historical fact, including without limitation statements containing the
words "believes," "may," "plans," "will," "estimates," "continues,"
"anticipates," "intends," "expects" and similar expressions, constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995 and constitute
"forward-looking information" within the meaning of applicable
securities laws. All such statements are made pursuant to the "safe
harbor" provisions of applicable securities legislation.
Forward-looking statements may involve, but are not limited to,
comments with respect to our objectives and priorities in 2012 and
beyond, our strategies or future actions, our targets, expectations for
our financial condition and the results of, or outlook for, our
operations, research and development and product development. Such
forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause the actual results,
events or developments to be materially different from any future
results, events or developments expressed or implied by such
forward-looking statements. Many such known risks, uncertainties and
other factors are taken into account as part of our assumptions
underlying these forward-looking statements and include, among others,
the following: general economic and business conditions in the United
States and the other regions in which we operate; market demand;
technological changes that could impact our existing products or our
ability to develop and commercialize future products; competition;
governmental legislation and regulations and changes in, or the failure
to comply with, governmental legislation and regulations; availability
of financial reimbursement coverage from governmental and third-party
payers for products and related treatments; adverse results or
unexpected delays in pre-clinical and clinical product development
processes; adverse findings related to the safety and/or efficacy of
our products or products sold by our partners; decisions, and the
timing of decisions, made by health regulatory agencies regarding
approval of our technology and products; the requirement for
substantial funding to conduct research and development, to expand
manufacturing and commercialization activities; and any other factors
that may affect our performance. In addition, our business is subject
to certain operating risks that may cause any results expressed or
implied by the forward-looking statements in this press release to
differ materially from our actual results. These operating risks
include: our ability to attract and retain qualified personnel; our
ability to successfully complete pre-clinical and clinical development
of our products; changes in our business strategy or development plans;
our failure to obtain patent protection for discoveries; loss of patent
protection resulting from third-party challenges to our patents;
commercialization limitations imposed by patents owned or controlled by
third parties; our ability to obtain rights to technology from
licensors; liability for patent claims and other claims asserted
against us; our ability to obtain and enforce timely patent and other
intellectual property protection for our technology and products; the
ability to enter into, and to maintain, corporate alliances relating to
the development and commercialization of our technology and products;
market acceptance of our technology and products; our ability to
successfully manufacture, market and sell our products; the
availability of capital to finance our activities; our ability to
service our debt obligations; and any other factors referenced in our
other filings with the SEC. For a more thorough discussion of the risks
associated with our business, see the "Risk Factors" section in our
annual report for the year ended December 31, 2011 filed with the SEC
on March 29, 2012 on Form 10K.
Given these uncertainties, assumptions and risk factors, investors are
cautioned not to place undue reliance on such forward-looking
statements. Except as required by law, we disclaim any obligation to
update any such factors or to publicly announce the result of any
revisions to any of the forward-looking statements contained in this
press release to reflect future results, events or developments.
©2012 Angiotech Pharmaceuticals, Inc. All Rights Reserved.
Angiotech develops, manufactures and markets medical device products and
technologies, primarily within the areas of interventional oncology,
wound closure and ophthalmology. Our strategy is to utilize our precision manufacturing capabilities and
our highly targeted sales and marketing capabilities to offer novel or
differentiated medical device products to patients, physicians and
other medical device manufacturers or distributors. For additional
information about Angiotech, please visit our website at www.angiotech.com.
SOURCE: Angiotech Pharmaceuticals, Inc.
For further information:
Investor Relations and Corporate Communications
Angiotech Pharmaceuticals, Inc.