Sequenom Prices $110M Public Offering

Sequenom

today announced the pricing of its offering of $110.0 million aggregate principal amount of Convertible Senior Notes due 2017 (the "Convertible Notes") in a private offering. The sale of the Convertible Notes is expected to close on September 17, 2012, subject to customary closing conditions. Sequenom also granted to the initial purchasers of the Convertible Notes a 30-day option to purchase up to an additional $20.0 million aggregate principal amount of the Convertible Notes solely to cover over-allotments, if any. Sequenom intends to use the net proceeds from this offering to fund the commercialization of the MaterniT21 PLUS laboratory-developed test, as well as for other general corporate purposes, which may include research and development expenses, capital expenditures, working capital and general administrative expenses. The Convertible Notes will be the senior, unsecured obligations of Sequenom. They will bear interest at a fixed rate of 5.00% per year, payable semiannually in arrears on April 1 and October 1 of each year, beginning April 1, 2013. Interest on the Convertible Notes will accrue from September 17, 2012. The Convertible Notes will mature on October 1, 2017, unless earlier converted, redeemed or repurchased. The Convertible Notes will be convertible at any time prior to the third trading day immediately preceding the maturity date, at the option of the holders, into shares of Sequenom's common stock. The conversion rate will initially be 216.0644 shares of common stock per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of approximately $4.63 per share of common stock), and will be subject to adjustment upon the occurrence of certain events. In addition, Sequenom will, in certain circumstances, increase the conversion rate for holders who convert their Convertible Notes in connection with a make-whole fundamental change (as such term will be defined in the indenture relating to the Convertible Notes).