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Biotech / Medical : ARIAD Pharmaceuticals -- Ignore unavailable to you. Want to Upgrade?


To: Larry Liebman who wrote (738)10/13/1999 8:38:00 AM
From: Dr. John M. de Castro  Read Replies (2) | Respond to of 4474
 
Good News: A little known clause!
ARIA has the right to redeem the toxics for cash. I had discounted this possibility because ARIA did not have any cash. But, now the world has changed. I know for a fact that the CFO is well aware of this clause and indicated that ARIA might exercise it. We shall see. I don't have the time to do all the calculation. Maybe someone else could figure out just what this would cost ARIA.

Best regards
John de C

The following is from ARIAD's SEC documents:

6) COMPANY'S RIGHT TO REDEEM IN LIEU OF CONVERSION. Subject to the terms and conditions of this Section 6 below, at any time after the Issuance Date, and so long as the Company has provided appropriate notice as described below, the Company may elect to redeem Preferred Shares submitted for conversion in lieu of converting such Preferred Shares, provided that the Conversion Price for such Preferred Shares on the Conversion Date is less than a price (the "REDEMPTION IN LIEU OF CONVERSION TRIGGER PRICE") equal to 80% of the greater of (x) the Market Price on the Initial Issuance Date and (y) the Market Price on the date of the Mandatory Closing (as defined in the Securities Purchase Agreement), if any, (appropriately adjusted for any stock split, stock dividend, combination or other similar transaction) (a "COMPANY REDEMPTION IN LIEU OF CONVERSION").

(a) REDEMPTION PRICE OF COMPANY REDEMPTION IN LIEU OF CONVERSION.
The "REDEMPTION PRICE OF COMPANY REDEMPTION IN LIEU OF CONVERSION" shall be an amount per Preferred Share equal to the product of (A) the Conversion Rate of the Preferred Shares on the date such Preferred Shares are submitted for conversion and (B) the Closing Bid Price of the Common Stock on the date the applicable Preferred Shares are submitted for conversion.