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Post by celo on Oct 23, 2017 7:16:24 GMT -5
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Post by sla55 on Oct 23, 2017 7:18:50 GMT -5
WESTLAKE VILLAGE, Calif., Oct. 23, 2017 (GLOBE NEWSWIRE) -- MannKind Corporation (NASDAQ:MNKD) (TASE:MNKD) today announced the restructuring of certain of its outstanding debt obligations.
Exchanged senior convertible notes in the amount of approximately $27.7 million due August 2018 for senior convertible notes in the amount of approximately $23.7 million due October 2021 and 973,236 shares of common stock.
Extended the maturity of $10 million of the Deerfield facility from October 31, 2017 to January 15, 2018 and allowed for such principal to be converted into common stock.
Allowed for certain additional outstanding principal under the Deerfield facility to be converted into common stock.
MannKind's Chief Executive Officer, Michael Castagna, commented, "These transactions, in combination with the recent registered direct offering, are expected to enable us to execute our near-term business plan."
New 5.75% Convertible Senior Subordinated Exchange Notes due 2021
MannKind entered into an exchange agreement with the holders of its outstanding 5.75% Convertible Senior Subordinated Exchange Notes due 2018 (the "2018 notes"), pursuant to which the Company agreed to issue to such holders in exchange for all of the outstanding 2018 notes (i) $23,670,000 aggregate principal amount of new 5.75% Convertible Senior Subordinated Exchange Notes due 2021 (the "2021 notes") and (ii) an aggregate of 973,236 shares of its common stock, par value $0.01 per share (the "Exchange Shares").
The 2021 notes will be the Company's general, unsecured, senior obligations, except that the 2021 notes will be subordinated in right of payment to the outstanding notes issued pursuant to the Company's Facility Agreement, dated July 1, 2013, as amended (the "Facility Agreement"), with Deerfield Private Design Fund II, L.P. and Deerfield Private Design International II, L.P. (collectively "Deerfield"). The 2021 notes will rank equally in right of payment with the Company's other unsecured senior debt. The 2021 notes will bear interest at the rate of 5.75% per year on the principal amount, payable semiannually in arrears in cash or, at the option of the Company if certain conditions are met, in shares of the Company's common stock (the "Interest Shares"), on February 15 and August 15 of each year, beginning February 15, 2018, with interest accruing from August 15, 2017. The 2021 notes will mature on October 23, 2021.
The 2021 notes will be convertible, at the option of the holder, at any time on or prior to the close of business on the business day immediately preceding the stated maturity date, into shares of the Company's common stock at a conversion rate of 194.1748 shares per $1,000 principal amount of 2021 notes, which is equal to a conversion price of approximately $5.15 per share. The conversion rate will be subject to adjustment under certain customary circumstances to be described in an indenture governing the 2021 notes (the "Indenture").
The Company may elect at its option to cause all or any portion of the 2021 Notes to be mandatorily converted in whole or in part at any time prior to the close of business on the business day immediately preceding the maturity date, if the last reported sale price of its common stock equals or exceeds 120% of the conversion price then in effect for at least 10 trading days in any 20 trading day period, ending within five business days prior to the date of the mandatory conversion notice.
Fourth Amendment to Facility Agreement with Deerfield
MannKind also entered into an exchange and fourth amendment to the Facility Agreement, pursuant to which $10.0 million in principal previously due on October 31, 2017 under the 9.75% Senior Convertible Notes will be deferred to January 15, 2018 (the "October Payment"), conditioned upon, among other things, MannKind depositing $10.0 million with an escrow agent, which is subject to reduction as the October Payment is satisfied through conversions to equity.
Specifically, the Facility Agreement was amended and restated to provide that Deerfield may convert principal due from time to time into an aggregate of up to 4,000,000 shares of MannKind's common stock. The conversion price will be the greater of (i) the average of the volume weighted average price per share of the common stock for the three trading day period immediately preceding the date of any election by Deerfield to convert principal amounts and (ii) $3.25 per share, subject to adjustment under certain circumstances described in the notes. Any conversions of principal by Deerfield under the Facility Agreement will be applied first to reduce the October Payment, and after the October Payment has been satisfied, to reduce other principal payments due under the notes.
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Post by sla55 on Oct 23, 2017 7:20:05 GMT -5
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Post by xoxoxoxo on Oct 23, 2017 7:29:41 GMT -5
With the cash infusion and now this, bankruptcy is pretty much off the nea term table. Again it just comes down to whether scripts ever grow
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Post by nadathing on Oct 23, 2017 7:55:47 GMT -5
With the cash infusion and now this, bankruptcy is pretty much off the nea term table. Again it just comes down to whether scripts ever grow The million dollar question is do the big shorts want to spend millions holding their position for another year or so to find out. |
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Post by op2778 on Oct 23, 2017 8:22:18 GMT -5
Am i the only one thinking that we are sleeping with the enemy? Imho the big short is Deerfield.....
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Post by peppy on Oct 23, 2017 8:25:54 GMT -5
Am i the only one thinking that we are sleeping with the enemy? Imho the big short is Deerfield..... I have those thoughts, yes, Deerfield shorted MNKD all the way down. The plan has changed. The plan now is to ride MNKD all the way up.
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Post by bradleysbest on Oct 23, 2017 8:26:54 GMT -5
I hope your right Peppy!
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Post by madog365 on Oct 23, 2017 8:28:03 GMT -5
Am i the only one thinking that we are sleeping with the enemy? Imho the big short is Deerfield..... If this were a movie, which is what this sometimes feels like, this would be an M Night Shyamalan level of twists. But i don't think so, Deerfield seems to be bought into the MNKD turnaround. |
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Post by peppy on Oct 23, 2017 8:38:49 GMT -5
I think this additional dilution has been all priced in.
come on, hold and cover.
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Post by epc1355 on Oct 23, 2017 8:48:38 GMT -5
So is share price reacting to dilution?? This stuff confuses me!!
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Post by MnkdWASmyRtrmntPlan on Oct 23, 2017 8:51:22 GMT -5
I agree, madog. Deerfield is extremely invested in MNKD. It is also extremely costly to be a MNKD short, and considering how long these shorts are holding out, they have ulterior motivations than just investment. Big insulin pharma is behind them. As of 9/29 there are still 23,671,860 shares shorted. We should be soon finding out the 10/15 number, but I don't expect it to be dramatically reduced by then. If it is, then I will reconsider my opinion about Deerfield, but as of now, I don't think Deerfield shorts MNKD.
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Post by boca1girl on Oct 23, 2017 9:02:30 GMT -5
I agree, madog. Deerfield is extremely invested in MNKD. It is also extremely costly to be a MNKD short, and considering how long these shorts are holding out, they have ulterior motivations than just investment. Big insulin pharma is behind them. As of 9/29 there are still 23,671,860 shares shorted. We should be soon finding out the 10/15 number, but I don't expect it to be dramatically reduced by then. If it is, then I will reconsider my opinion about Deerfield, but as of now, I don't think Deerfield shorts MNKD. I am also surprised in the negative stock price action this morning. I expected a positive reaction to the debt refinancing news. Brazil was old news. Maybe we are headed down to the lowest conversion price in the Deerfield agreement. As protection, I put in a buy order at 3.50 to PREVENT it from getting there. |
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Post by therealisaching on Oct 23, 2017 9:18:47 GMT -5
Mike C's road map from Slide 18 at the Cantor conference:
Near Term Milestones and Key Events
1. Growth Trajectory Continues for Afrezza (accomplishing)
2. FDA Label Change (achieved)
3. Recapitalization (freed up 8.4MM shares, placed $60MM, moved 28MM due 8/18 to 10/21, likely converting this years 10MM with shares)
4. International Expansion Announcements (BIOMM filing)
5. Receptor Life Sciences (Mike C @ Cantor "There’s a Receptor Life Sciences collaboration, which we haven’t talked about much in the 18 months. It was announced in January 2016. We’ll have some updates on that collaboration, that’s focused on the cannabinoid market. And so we’ll be talking about that in near future")
6. One Drop Collaboration
7. Expansion of Payor Coverage (CVS/Caremark? Mike C said they were ready to sign with a large PBM in Jan 18)
8. Completion of STAT Trial (Mike C @ Cantor "Our STAT trial, which is really looking at Afrezza plus Dexcom will be – we’ll get those results in late fall and they’ll be presented next year")
9. IND Filing for Treprostinil
Mike keeps checking his boxes off. Hopefully more to share by the q3 earnings call.
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Post by joeypotsandpans on Oct 23, 2017 9:22:10 GMT -5
Mike C's road map from Slide 18 at the Cantor conference:
Near Term Milestones and Key Events
1. Growth Trajectory Continues for Afrezza (accomplishing)
2. FDA Label Change (achieved)
3. Recapitalization (freed up 8.4MM shares, placed $60MM, moved 28MM due 8/18 to 10/21, likely converting this years 10MM with shares)
4. International Expansion Announcements (BIOMM filing)
5. Receptor Life Sciences (Mike C @ Cantor "There’s a Receptor Life Sciences collaboration, which we haven’t talked about much in the 18 months. It was announced in January 2016. We’ll have some updates on that collaboration, that’s focused on the cannabinoid market. And so we’ll be talking about that in near future")
6. One Drop Collaboration
7. Expansion of Payor Coverage (CVS/Caremark? Mike C said they were ready to sign with a large PBM in Jan 18)
8. Completion of STAT Trial (Mike C @ Cantor "Our STAT trial, which is really looking at Afrezza plus Dexcom will be – we’ll get those results in late fall and they’ll be presented next year")
9. IND Filing for Treprostinil
Mike keeps checking his boxes off. Hopefully more to share by the q3 earnings call.
You can check off #6 as well  |
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