Pacira BioSciences Proposes $250 Million Convertible Senior Notes Offering

Pacira BioSciences, Inc. (Nasdaq: PCRX), based in Tampa, Florida, has announced plans to offer $250 million in convertible senior notes due in 2029. This offering will be made to qualified institutional buyers through a private placement under Rule 144A of the Securities Act of 1933. The company has also provided the initial purchasers an option to buy an additional $37.5 million in notes within 13 days from the issuance date. The interest rate and conversion terms for these notes will be finalized through negotiations between Pacira and the initial buyers.

The proceeds from this offering will be used for multiple purposes. Specifically, Pacira intends to repurchase part of its outstanding 0.750% Convertible Senior Notes due in 2025 (the "2025 Notes"). This repurchase will be conducted through private negotiations managed by one of the initial purchasers or its affiliate. Additionally, Pacira plans to fund the cost of entering into capped call transactions and repurchase up to $50 million worth of its common stock through private transactions. The remaining funds will go toward general corporate purposes, such as working capital and research and development initiatives. Should the initial purchasers exercise their option to buy additional notes, Pacira will allocate a portion of those proceeds to cover the cost of additional capped call transactions.

In conjunction with the issuance of these notes, Pacira anticipates entering into capped call transactions with one or more initial purchasers or their affiliates. These transactions are intended to mitigate potential dilution to Pacira’s common stock that could result from the conversion of notes and offset any cash payments exceeding the principal amount of the converted notes. These capped call arrangements will be subject to anti-dilution adjustments comparable to those applicable to the notes.

The option counterparties and their affiliates are expected to engage in various derivative transactions and purchase shares of Pacira’s common stock to establish initial hedges for the capped call transactions. These activities could influence the market price of Pacira’s common stock or the notes. Furthermore, these entities may modify their hedge positions by entering into or unwinding derivatives or buying and selling Pacira’s common stock or other securities in the secondary market. Such activities could impact the market price of Pacira’s common stock or the notes and affect the conversion terms and outcomes for noteholders.

The offering of these notes is exclusive to qualified institutional buyers under Rule 144A, and neither the notes nor any shares of Pacira common stock that may be issued upon conversion will be registered under the Securities Act or any state securities laws. Consequently, these securities cannot be offered or sold in the United States or to U.S. persons without a suitable exemption or in a transaction not subject to the registration requirements of the Securities Act and applicable state laws.

Pacira BioSciences, Inc. focuses on providing non-opioid pain management solutions and has three commercial non-opioid treatments: EXPAREL®, a long-acting local analgesic approved for various surgical pain management applications; ZILRETTA®, an extended-release injection for osteoarthritis knee pain; and ioveraº®, a device delivering long-lasting, drug-free pain relief through cold temperature targeting specific nerves.

How to obtain the latest research advancements in the field of biopharmaceuticals?

In the Synapse database, you can keep abreast of the latest research and development advances in drugs, targets, indications, organizations, etc., anywhere and anytime, on a daily or weekly basis. Click on the image below to embark on a brand new journey of drug discovery!