Pacira BioSciences issues $287.5M convertible notes, repurchases $200M of 2025 notes and $25M stock

Pacira BioSciences, Inc.

Issued $250.0M (plus $37.5M option) of 2.125% Convertible Senior Notes due 2029; net proceeds ~$278.4M.
Used ~$191.4M to repurchase $200M aggregate principal of outstanding 0.750% convertible notes due 2025.
Used ~$25.0M to repurchase 837,240 shares of common stock.
Entered into capped call transactions to reduce potential dilution upon conversion, with cap price ~$53.75/share.
Initial conversion price ~$39.56/share, representing ~32.5% premium over closing price of $29.86 on May 9, 2024.

item 1.01 item 2.03 item 3.02 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Pacira BioSciences, Inc. incurred convertible notes of up to an additional $37.5 million aggregate principal amount of the Notes with Jefferies LLC and J.P. Morgan Securities LLC, as representatives of the several initial purchasers at 2.125% per year maturing May 15, 2029.

Instrument: convertible notes
Principal: up to an additional $37.5 million aggregate principal amount of the Notes
Counterparty: Jefferies LLC and J.P. Morgan Securities LLC, as representatives of the several initial purchasers
Rate: 2.125% per year
Maturity: May 15, 2029
Event: incurrence

Exact text from the filing

the Company granted the Initial Purchasers an option to purchase, for settlement within a period of 13 days from, and including, the date the notes are first issued, up to an additional $37.5 million aggregate principal amount of the Notes on the same terms and conditions, which option was exercised in full by the Initial Purchasers on May 10, 2024.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Pacira BioSciences, Inc. entered into Purchase Agreement with Jefferies LLC and J.P. Morgan Securities LLC, as representatives of the several initial purchasers named therein valued at $250.0 million principal amount of its 2.125% Convertible Senior Notes due 2029 (effective 2024-05-09).

Action: entry
Agreement: notes offering
Counterparty: Jefferies LLC and J.P. Morgan Securities LLC, as representatives of the several initial purchasers named therein
Value: $250.0 million principal amount of its 2.125% Convertible Senior Notes due 2029
Effective: 2024-05-09

Exact text from the filing

On May 9, 2024, Pacira BioSciences, Inc. (the “Company”) entered into a purchase agreement (the “Purchase Agreement”) with Jefferies LLC and J.P. Morgan Securities LLC, as representatives of the several initial purchasers named therein (collectively, the “Initial Purchasers”), to issue and sell $250.0 million principal amount of its 2.125% Convertible Senior Notes due 2029

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Pacira BioSciences, Inc. entered into Indenture with Computershare Trust Company, National Association, as trustee valued at 2.125% Convertible Senior Notes due 2029 (effective 2024-05-14).

Action: entry
Agreement: notes offering
Counterparty: Computershare Trust Company, National Association, as trustee
Value: 2.125% Convertible Senior Notes due 2029
Effective: 2024-05-14

Exact text from the filing

On May 14, 2024, the Company entered into an Indenture relating to the issuance of the Notes (the “Indenture”), by and between the Company and Computershare Trust Company, National Association, as trustee (the “Trustee”).

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307 debt financings filed in the last 30 days. Browse all debt financings →

Pacira BioSciences, Inc. filing history →

Source: SEC EDGAR

accession 0001104659-24-061135

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