Published: July 30, 2010
Gilead Closes Sale of $2.2 Billion of Convertible Senior Notes
FOSTER CITY, Calif. - (BUSINESS WIRE) - Gilead Sciences, Inc. (Nasdaq:GILD) today announced the closing of its
sale of $1.1 billion aggregate principal amount of 1.00% convertible
senior notes due 2014 and $1.1 billion aggregate principal amount of
1.625% convertible senior notes due 2016 to qualified institutional
buyers in accordance with Rule 144A under the Securities Act of 1933, as
amended (the "Securities Act" ). The net proceeds from this offering were
approximately $2.166 billion, after deducting estimated discounts,
commissions and expenses.
On July 26, 2010, Gilead granted the underwriters a 13-day option to
purchase up to $150 million in aggregate principal amount of additional
2014 notes and up to $150 million in aggregate principal amount of
additional 2016 notes. No portion of the option has been exercised to
date.
Gilead has already used approximately $248 million of the net proceeds
from the offering to repurchase shares of its common stock and expects
to use at least another $752 million of the net proceeds from the
offering to repurchase shares of its common stock, in each case pursuant
to its previously announced $5 billion stock repurchase program.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities, nor shall there be any sale
of securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under the
securities laws of any jurisdiction. Any offers of the securities will
be made only by means of a private offering memorandum. The notes and
the shares of Gilead's common stock issuable upon conversion or exercise
of the notes have not been, and will not be, registered under the
Securities Act or the securities laws of any other jurisdiction and may
not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements.
About Gilead Sciences
Gilead Sciences is a biopharmaceutical company that discovers, develops
and commercializes innovative therapeutics in areas of unmet medical
need. The company's mission is to advance the care of patients suffering
from life-threatening diseases worldwide. Headquartered in Foster City,
California, Gilead has operations in North America, Europe and Australia.
Forward-Looking Statements
This press release includes forward-looking statements, within the
meaning of the Private Securities Litigation Reform Act of 1995, that
are subject to risks and uncertainties, including the statements in this
notice regarding Gilead's estimate of the expenses payable by it in
connection with the transactions described in this release, and
therefore the net proceeds of such transactions. These risks and
uncertainties could cause actual results to differ materially from those
referred to in the forward-looking statements. The reader is cautioned
not to rely on these forward-looking statements. Other risks that could
impact Gilead are described in detail in Gilead's Annual Report on Form
10-K for the year ended December 31, 2009 and Gilead's Quarterly Report
on Form 10-Q for the three months ended March 31, 2010, each as filed
with the U.S. Securities and Exchange Commission, and each may be
updated by the risk factors set forth in any subsequent filing by Gilead
with the U.S. Securities and Exchange Commission. All forward-looking
statements are based on information currently available to Gilead and
Gilead assumes no obligation to update any such forward-looking
statements.
Gilead Sciences, Inc.
Susan Hubbard, 650-522-5715 (Investors)
Amy
Flood, 650-522-5643 (Media)
http://www.gilead.com
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