BEDMINSTER, N.J., Oct. 3 /CNW/ -- NPS Pharmaceuticals, Inc. (Nasdaq:
NPSP) announced today that it has amended the terms of its cash tender offer
with respect to its outstanding $171.8 million in aggregate principal amount
of 3.0 percent convertible notes due 2008. Under the amended terms of the
tender offer, NPS Pharmaceuticals, Inc. is offering to purchase any and all of
the outstanding convertible notes at a purchase price, per each $1,000
principal amount of the convertible notes, equal to $987.50, plus all accrued
and unpaid interest up to, but not including, the date of payment for the
Notes accepted for payment.
In addition, NPS Pharmaceuticals, Inc. has extended the tender offer. As
amended, the tender offer will now expire at midnight New York City time, on
October 17, 2007, unless further extended or earlier terminated. Payments of
the tender consideration for the convertible notes validly tendered and not
withdrawn on or prior to the expiration date and accepted for purchase will be
made promptly after the expiration date.
Full details of the terms and conditions of the tender offer are included
in NPS Pharmaceuticals, Inc.'s Offer to Purchase dated September 6, 2007.
Except as set forth herein, the terms of the tender offer remain the same as
set forth in the Offer to Purchase.
Jefferies & Company, Inc. is acting as dealer manager for the tender
offer for the convertible notes. Questions regarding the tender offer may be
directed to Jefferies & Company, Inc. at 800-443-6605 (U.S. toll.free).
D.F. King & Co., Inc. is acting as the Information Agent for the tender
offer for the convertible notes. Requests for documents related to the tender
offers may be directed to D.F. King & Co. at 888-644-5854 (toll.free) or at
This announcement shall not constitute an offer to purchase or a
solicitation of an offer to sell any securities. The tender offer is being
made only through an Offer to Purchase and related materials. Holders of the
convertible notes should read carefully the Offer to Purchase and related
materials because they contain important information. NPS Pharmaceuticals,
Inc. has previously mailed a copy of the Offer to Purchase to each of the
holders of the convertible notes. In addition, holders of the convertible
notes and investors may obtain a free copy of the Tender Offer Statement on
Schedule TO, the offer to purchase and other documents that NPS
Pharmaceuticals, Inc. has filed with the Securities and Exchange Commission
relating to the convertible notes tender offer at the SEC's Web site at
http://www.sec.gov. These materials contain important information and holders
of the notes are urged to read them carefully prior to making any decision
with respect to the tender offer.
NPS Pharmaceuticals is a biopharmaceutical company focused on the
development and commercialization of small molecules and recombinant proteins
as drugs, primarily for the treatment of metabolic, bone and mineral, and
central nervous system disorders. The company has drug candidates in various
stages of clinical development. Additional information is available on the
company's website, http://www.npsp.com.
This press release contains forward-looking statements intended to
qualify for the "safe harbor" from liability established by the Private
Securities Litigation Reform Act of 1995. Forward-looking statements include,
but are not limited to, statements relating to strategies, expectations,
intentions, plans, future events, performance, underlying assumptions, and
other statements that do not relate strictly to historical or current facts.
Although NPS Pharmaceuticals' management believes that the expectations
reflected in such forward-looking statements are reasonable, it can give no
assurance that such expectations will prove to have been correct. These
statements can be affected by inaccurate assumptions and by a variety of risks
and uncertainties, including, among others, general economic conditions, the
success of the tender offer for the 3.0% Convertible Notes due 2008 and the
amount of any such notes actually tendered for repurchase or actually
repurchased by the company, the company's reported results meeting the
company's guidance and the expectations of the market, and other risks,
including risks related to NPS Pharmaceuticals' operations and financial
condition, detailed in NPS Pharmaceuticals' Annual Report on Form 10-K for the
year ended December 31, 2006, NPS Pharmaceuticals' Quarterly Reports on Form
10-Q for the quarters ended March 31, 2007 and June 30, 2007 and any other
reports of the company filed with the Securities and Exchange Commission.
Should one or more of these risks materialize, or should underlying
assumptions prove incorrect, actual results may vary materially from those
expressed or implied in any forward-looking statements. You are cautioned not
to place undue reliance on these forward-looking statements, which are current
only as of this date. NPS Pharmaceuticals does not undertake any obligation to
update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise. For a discussion of these risks,
uncertainties and assumptions, investors are urged to refer to NPS
Pharmaceuticals' reports filed with the Securities and Exchange Commission.
For further information:
For further information: Brandi Simpson, +1-908-450-5616, or Gail
Brophy, +1-908-450-5335, both of NPS Pharmaceuticals, Inc. Web Site: