Qiagen convertible books close 11.30am UK time: terms

Qiagen convertible books close 11.30am UK time: terms

QIAGEN N.V., a Netherlands-based holding company and global leader in Sample to Insight solutions, has launched a non-US offering of senior, unsecured net share settled convertible bonds. The bonds, which will be issued in minimum denominations of USD 200,000 each, aim to raise USD 750 million through a private placement to institutional investors outside the United States, Australia, South Africa, and Japan.

The bonds, due 2032, will be convertible into ordinary shares of QIAGEN, with approximately 11.2 million shares underlying the bonds, representing about 5.1% of the company's current issued and outstanding share capital. The bonds will mature in 7 years and will be issued at par, bearing interest at a rate of 1.75% to 2.25% per annum, payable semi-annually in arrear. They will be redeemed at par at maturity unless previously converted, redeemed, or repurchased and cancelled.

Key terms of the bonds include:
- Conversion price: Expected to be set at a 40% to 45% premium over the reference share price, equal to the volume-weighted average price of the shares on the New York Stock Exchange as of August 28, 2025.
- Early redemption: Holders can require an early redemption of their bonds on the fifth anniversary of their issue, at par plus accrued interest.
- Redemption conditions: The company may redeem all or part of the bonds at par plus accrued interest if the price of a share is equal to or exceeds 150% of the prevailing conversion price on each trading day within a certain period, or if 20% or less of the aggregate principal amount of the bonds originally issued are outstanding and held by persons other than the company and its subsidiaries.

The bonds are expected to settle on September 4, 2025, and QIAGEN intends to use the net proceeds for general corporate purposes, including the refinancing of existing indebtedness. The final terms of the bonds will be determined later today, August 28, 2025, and will be announced in a separate press release.

The offering is being led by BNP PARIBAS, BofA Securities, and Goldman Sachs Bank Europe as Joint Global Coordinators and Joint Bookrunners, alongside Deutsche Bank Aktiengesellschaft, Jefferies, and Moelis & Company as Joint Bookrunners.

References:
[1] https://www.businesswire.com/news/home/20250827734204/en/QIAGEN-N.V.-Launches-Non-US-Offering-of-Net-Share-Settled-Convertible-Bonds