Apellis Announces Agreements to Exchange Approximately $75.6 Million in Principal Amount of Its 3.500% Convertible Senior Notes Due 2026 for Common Stock
WALTHAM, Mass., July 27 10, 2022 (GLOBE NEWSWIRE) — Apellis Pharmaceuticals, Inc. (Nasdaq: APLS), a global biopharmaceutical company and supplement leader, today announced that it has entered into separate, privately negotiated exchange agreements with certain holders of its Bonds. 3.500% Senior Convertibles maturing in 2026 (the “Bonds”). Pursuant to these exchange agreements, (i) certain holders have agreed to exchange with Apellis approximately $65.9 million in aggregate principal amount of Notes held by them for an aggregate of 2,036,886 common shares of Apellis and (ii) certain other holders have agreed to exchange with Apellis approximately $9.7 million in aggregate principal amount of Notes held by them for (a) 195,809 common shares of Apellis, equivalent to 20.2724 shares per $1,000 principal amount of notes exchanged plus (b) an additional number of Apellis common shares per $1,000 principal amount of notes exchanged equal to the quotient of (x) $591.62 divided by (y) the average of the daily volume-weighted average prices of Apellis common stock over the two consecutive trading days beginning July 27, 2022. The exchange transactions are expected to close on August 1, 2022, subject to of the fulfillment of the conditions usual closing s.
The issuable common stock of Apellis has not been registered under the Securities Act of 1933, as amended, or the securities laws of any state or other jurisdiction, and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements of the Securities Act and such other jurisdictions.
This press release does not constitute an offer to sell or a solicitation to buy any of the securities described herein, and there will be no sale of such securities in any state or jurisdiction in which such offer, solicitation or sale would be illegal.
Apellis Pharmaceuticals, Inc. is a global biopharmaceutical company committed to harnessing courageous science, creativity and compassion to deliver life-changing therapies. Leaders in complement, we ushered in the first new class of complement medicine in 15 years with the approval of the first and only targeted C3 therapy. We are advancing this science to continually develop transformative medicines for people with rare, retinal and neurological diseases.
Statements in this press release regarding future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements regarding the anticipated closing of trade. The words “anticipate”, “believe”, “continue”, “could”, “estimate”, “expect”, “intend”, “may”, “plan”, “potential”, ” predict”, “project”, “should”, “target”, “shall”, “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Actual results may differ materially from those indicated by such forward-looking statements due to a variety of important factors, including whether conditions to closing of trade will be satisfied and other factors discussed in the “Risk Factors” section of the Company’s Annual Report. Call. Report on Form 10-K filed with the Securities and Exchange Commission on February 28, 2022 and the risks described in other filings by Apellis with the Securities and Exchange Commission. All forward-looking statements contained in this press release speak only as of the date hereof, and Apellis specifically disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or other.