QIAGEN provides reminder on settlement mechanics of 2023 and 2024 convertible notes

19 June 2023 | Monday | News

This reminder has been issued following consultation with the Calculation Agent. (Capitalized terms not otherwise defined in this notice shall have the meaning given to them in the respective Indentures of the Notes.)
Image Source | Public Domain

Image Source | Public Domain

QIAGEN N.V.  announced  a notice (reiterating its notice to holders dated January 9, 2019) to holders of the following:

- 0.500% Senior Unsecured Convertible Notes due 2023 (the "2023 Notes") – ISIN XS1682511818
- 1.000% Senior Unsecured Convertible Notes due 2024 (the "2024 Notes") – ISIN XS1908221507
Collectively, the “Notes”

When determining the Daily VWAP in respect of any of the 2023 Notes for so long as the Relevant Exchange is the New York Stock Exchange (NYSE), or until and unless the Calculation Agent determines otherwise in its sole discretion (in accordance with the definition of “Daily VWAP”), the Calculation Agent will observe the Daily VWAP on the Bloomberg page “QGEN US <equity> AQR”, using “09:30:00” (Local Time) as the start time input for the scheduled opening of trading and “16:00:00” (Local Time) as the end time.

For the avoidance of doubt, (i) the Calculation Agent will also use these settings, in accordance with the Indenture, for the 2024 Notes, and (ii) the use of these time settings would normally be expected to result in the inclusion of the trades which occur in the opening auction, and the exclusion of trades which occur in the closing auction of the Common Stock on the New York Stock Exchange, consistent with the fact that the NASDAQ opening cross would have been included and the NASDAQ closing cross would have been excluded, had the same time settings been used (pursuant to the definition of “Daily VWAP”) whilst the Relevant Exchange was the NASDAQ Global Select Market (having been the Relevant Exchange at the date of issuance of the 2023 Notes.

 

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