-- Together with agreements announced earlier today, a total of
$143.5 million in convertible notes to be exchanged--
Vertex Pharmaceuticals Incorporated (Nasdaq: VRTX) announced today that
additional holders of its 4.75% Convertible Senior Subordinated Notes
due 2013 have agreed to exchange approximately $40.2 million in
aggregate principal amount of those notes for approximately 1.9 million
shares of the Company’s common stock, which is approximately 112,000
shares more than the number of shares into which the notes were
convertible under their original terms. The additional shares largely
relate to unpaid interest through February 2010, when the notes would
have been callable by the Company. Added to the agreements to exchange
$103.3 million in aggregate principal amount announced earlier today,
this brings the total amount of notes to be exchanged to $143.5 million.
The Company anticipates that these additional note exchanges will be
completed by the close of business on June 11, 2009. Upon completion of
the exchanges, the aggregate principal amount of the Company’s 4.75%
Convertible Senior Subordinated Notes due 2013 will be reduced to
approximately $144.0 million. Upon issuance of the common stock in
exchange for the notes, the Company will have approximately 180 million
shares of common stock outstanding.
This announcement is neither an offer to exchange nor a solicitation of
an offer to exchange any of these securities. The exchanges are exempt
from registration under Section 3(a)(9) of the Securities Act of 1933.
About Vertex
Vertex Pharmaceuticals Incorporated is a global biotechnology company
committed to the discovery and development of breakthrough small
molecule drugs for serious diseases. The Company’s strategy is to
commercialize its products both independently and in collaboration with
major pharmaceutical companies. Vertex’s product pipeline is focused on
viral diseases, cystic fibrosis, inflammation, autoimmune diseases,
cancer and pain. Vertex co-discovered the HIV protease inhibitor,
Lexiva, with GlaxoSmithKline.
Lexiva is a registered trademark of the GlaxoSmithKline group
of companies.
Safe Harbor Statement
This press release contains forward-looking statements, including the
statement that Vertex expects to close the exchanges by June 11, 2009.
While the Company believes the forward-looking statements contained in
this press release are accurate, those statements are subject to risks
and uncertainties that could cause our results to vary materially. Those
risks and uncertainties include the risk and uncertainty that the
closing will not occur in a timely manner and other risks and
uncertainties listed under Risk Factors in Vertex’s annual report and
quarterly reports filed with the Securities and Exchange Commission.
Vertex disclaims any intention or obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events, or otherwise, unless required by law.
Vertex’s press releases are available at www.vrtx.com
(VRTX-GEN)
Vertex Pharmaceuticals Incorporated
Michael Partridge, 617-444-6108
Vice
President, Investor Relations
or
Lora Pike, 617-444-6755
Associate
Director, Investor Relations