DGAP-News: MorphoSys AG / Key word(s): Financing
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Planegg/Munich, Germany, October 13, 2020
MorphoSys AG Successfully Places EUR 325 Million Convertible Bonds
MorphoSys AG (FSE: MOR; Prime Standard Segment; MDAX & TecDAX; NASDAQ: MOR) today successfully placed unsubordinated, unsecured convertible bonds due 2025 in an aggregate principal amount of EUR 325 million. The bonds will be convertible into new and/or existing no-par value ordinary bearer shares of MorphoSys. The pre-emptive rights (Bezugsrechte) of existing shareholders of the Company to subscribe for the convertible bonds were excluded.
Jean-Paul Kress, M.D., Chief Executive Officer, said: "We are pleased with the success of the convertible bond issuance enabling MorphoSys to achieve highly attractive terms: a low coupon combined with a significant conversion premium allowing to set the conversion price close to MorphoSys' all-time share price high. The strong and high-quality demand achieved with this transaction, allowing us to optimize financing terms today, is a further testimony of investor support and belief in MorphoSys' long-term growth prospects."
The convertible bonds with a denomination of EUR 100,000 each will be issued at 100% of their principal amount. Unless previously converted, redeemed or repurchased and cancelled, the convertible bonds will be redeemed at their principal amount on October 16, 2025. The convertible bonds were priced with a coupon of 0.625% per annum, payable semi-annually in arrear. The conversion price was set at EUR 131.29 representing a conversion premium of 40.0% above the reference share price of EUR 93.7766, being the volume-weighted average price (VWAP) of the shares on XETRA between launch and pricing.
The Company may redeem all, but not some only, of the convertible bonds outstanding at their principal amount plus accrued interest with effect on or after November 6, 2023 if the price of the Company's share is equal to or exceeds 130% of the prevailing conversion price on each day within a certain period, or if less than 20% of the aggregate principal amount of the convertible bonds originally issued are outstanding.
The convertible bonds were offered by way of an accelerated bookbuilding process to institutional investors outside the United States of America and any other jurisdiction in which offers or sales of the convertible bonds would be prohibited by applicable law.
Settlement of the offering is expected to take place on or around October 16, 2020. The Company intends to arrange for the convertible bonds to be included to trading on the Open Market Segment (Freiverkehr) of the Frankfurt Stock Exchange shortly thereafter.
Use of Proceeds
The proceeds from the issue of the convertible bonds will be used for general corporate purposes, including proprietary development, inlicensing and/or M&A transactions.
The Company has agreed to a lock-up of 90 calendar days following the settlement of the offering, subject to customary exemptions.
Goldman Sachs International and J.P. Morgan acted as Joint Global Coordinators and Joint Bookrunners on the transaction.
Monjuvi(R) is a registered trademark of MorphoSys AG.
For more information, please contact:
13.10.2020 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
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