Omnicell proposes $150M convertible notes due 2029; to repurchase up to $400M of 2025 notes

OMNICELL, INC.

Offers $150M aggregate principal of 0.25% Convertible Senior Notes due 2029, plus $22.5M greenshoe.
Proceeds used to repurchase up to $400M of existing 0.25% 2025 notes via privately negotiated transactions.
Enters convertible note hedge and warrant transactions to reduce dilution and offset conversion obligations.
Amended credit agreement: springing maturity triggered only if >$200M of 2025 notes remain outstanding 91 days before maturity.
Notes will be unsecured senior obligations, mature Dec 1, 2029; interest rate and conversion terms set at pricing.

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