Melbourne (Australia) | 23 July 2024
Telix today launches an offering of A$600 million of convertible notes due 2029 (the Offering). The convertible notes, also referred to as “convertible bonds” (Convertible Bonds), are convertible into fully paid ordinary shares in Telix (Ordinary Shares).
Managing Director and Group CEO Dr. Christian Behrenbruch said: “Telix’s strong commercial performance and cash-generative business have enabled us to successfully execute on an organic and inorganic growth strategy, including funding the development of our clinical pipeline. The announced Offering will provide additional financial flexibility to execute on our strategic priorities and capitalise on future opportunities in the rapidly growing radiopharmaceuticals market.”
The Convertible Bonds represent attractive, low-cost financing to Telix and are non-dilutive until any potential future conversions occur. The initial conversion price will be at a premium to Telix’s current share price.
The net proceeds, after transaction costs, are intended to provide funding to bring forward proposed investment in order to accelerate key clinical development programs across the Company’s theranostic portfolio. This includes label-expansion studies to broaden the market opportunity across Telix’s portfolio of diagnostic imaging agents and funding the pivotal trials for kidney and brain cancer therapy programs.
In addition, the funding will provide financial flexibility for Telix to explore opportunities and potentially pursue strategically significant M&A transactions and continued investment in global supply chain and manufacturing capabilities.
Convertible Bonds Offering
- It is intended that the Convertible Bonds will be listed on the Official List of Singapore Exchange Securities Trading Limited (SGX-ST)
- The Offering is being marketed to eligible investors with the final terms of the Convertible Bonds to be determined via a bookbuild process expected to be completed prior to market open on Wednesday, 24 July 2024
- Concurrent with the Offering, a delta placement of Ordinary Shares will be executed to facilitate hedging activity by investors in relation to the Convertible Bonds. The clearing price per Ordinary Share under the delta placement will be used as the reference share price for the Convertible Bonds
- More details on the key terms of the Convertible Bonds are provided in the table below
The Offering is subject to change and to completion of pricing and settlement. Telix will provide further updates as required.
Adviser
J.P. Morgan Securities plc is Sole Manager (Manager) on the Offering.
Key terms of the Convertible Bonds
| Issuer | Telix Pharmaceuticals Limited |
| Expected Issue Size | A$600 million |
| Ranking | Direct, unconditional, unsubordinated and unsecured obligations of the Issuer |
| Maturity Date | On or about 30 July 2029 (5 years) |
| Investor Put Option | At the end of year 3 (one time only) |
| Coupon / Yield | 2.00 – 2.75% p.a. |
| Conversion Premium | 30 – 35% above the Reference Share Price |
| Reference Share Price | The clearing price of the Delta Placement – see below |
| Delta Placement | The Manager will run a bookbuilding process to facilitate some or all of the hedging activity that may be executed by investors in the Convertible Bonds The clearing price of the Delta Placement will be used as the Reference Share Price to determine the Initial Conversion Price of the Convertible Bonds The manner of conducting the Delta Placement will be determined by the Manager in consultation with the Issuer |
| Conversion Price Adjustment | Standard anti-dilutive adjustments including Conversion Price adjustment for all dividends paid by Telix |
| Listing | SGX-ST |
| Selling Restrictions | Reg S (Cat 1) only |