Sep 22 2010
Valeant Pharmaceuticals International (NYSE: VRX) announced today that it has priced its previously announced offering of senior unsecured notes, which consists of $500 million of 6.75% Senior Notes due 2017 and $700 million of 7.00% Senior Notes due 2020 (collectively, the "Notes"). The $1.2 billion combined aggregate principal amount of the Notes was increased from the previously announced offering size of $1.0 billion. The offering is expected to close on or about September 28, 2010.
The Notes will not be registered under the Securities Act of 1933, as amended (the "Securities Act") or any state securities law and may not be offered or sold in the United States absent registration or an applicable exemption from registration under the Securities Act and applicable state securities laws. The Notes will be offered only to qualified institutional buyers under Rule 144A and outside the United States in compliance with Regulation S under the Securities Act. The Notes will not be offered or sold in Canada, except pursuant to applicable prospectus and registration exemptions under Canadian securities laws. This press release does not constitute an offer to sell any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer or sale would be unlawful.
In connection with the definitive merger agreement under which Valeant and Biovail Corporation (NYSE/TSX: BVF) would combine, the Notes will be guaranteed by (i) all material U.S. subsidiaries of Valeant, and (ii) after the effective time of such merger, Biovail and by all material subsidiaries of Biovail.
Valeant intends to use a portion of the net proceeds from the offering of the Notes to repay a portion of the borrowings to be made prior to the closing of the merger under Valeant's previously announced new senior secured credit facilities, which facilities will be used to, among other things, refinance Valeant's existing 7.625% and 8.375% senior unsecured notes and to pay a one-time special cash dividend of $16.77 per share to each Valeant shareholder on the business day immediately prior to the closing of the merger. The net proceeds from the offering that are not applied to the repayment of such credit facilities will be used for general corporate purposes.
SOURCE Valeant Pharmaceuticals International