Exhibit 99.1
NOVAVAX ANNOUNCES RESTRUCTURING OF EXISTING CONVERTIBLE DEBT
Rockville, MD (June 18, 2007) Novavax, Inc. (Nasdaq: NVAX) announced today that it has reached
agreement with 100% of the noteholders of its outstanding convertible notes to revise the
conversion price and eliminate the redemption right(s) of the noteholders.
There are currently $22,000,000 of convertible notes outstanding, yielding a coupon rate of 4.75%
and maturing on July 19, 2009. Under the original terms of the convertible notes when issued, the
noteholders had the right to require Novavax to redeem all or a portion of the notes if the weighted
average price of Novavaxs common stock traded for less than the conversion price of $5.46 per
share for a period of 30 out of 40 trading days prior to either July 19, 2007 or July 19, 2008.
The Company, at its option, could pay up to 50% of the redemption amount in common stock, the
amount of which was based on 95% of the weighted average price of Novavaxs common stock over a 20
day measurement period. In addition, the Company could have caused a mandatory conversion of the
notes if the weighted average price of the common stock exceeded $9.56 per share.
In an effort to maintain maximum financial flexibility at the company, Novavax has agreed with the
noteholders to the following changes in terms and conditions:
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1) |
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The conversion price will be reduced to $4.00 per share, an approximate 26% premium to
the closing price of the stock as of June 15, 2007. |
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2) |
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The noteholders will no longer have any redemption rights for the
July 2007 and July 2008 redemption periods; all other provisions of
these rights remain the same. |
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3) |
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The change in the conversion price will lower the weighted average stock price
necessary for the Company to cause a mandatory conversion of the outstanding notes in the
future from $9.56 to $7.00 per share. |
This
amendment to our outstanding convertible notes eliminates the contingency associated with the
potential redemption of these notes prior to maturity. This restructuring will allow the Company
to focus on the further development of its novel vaccines, while removing the potential liability
on its existing liquidity, stated Rahul Singhvi, President and Chief
Executive Officer of Novavax, Inc.
ABOUT NOVAVAX
Novavax Inc. is committed to leading the global fight against infectious disease by creating novel,
highly potent vaccines that are safer and more effective than current preventive options. Using
the companys proprietary virus-like particle (VLP) and Novasome® adjuvant technologies,
Novavax is developing vaccines to protect against H5N1 pandemic influenza, seasonal flu and other
viral diseases. Novavaxs particulate vaccines closely match disease-causing viruses while lacking
the genetic material to cause disease, which provides potential for greater immune protection at
lower doses than current vaccines. With an exclusive portable manufacturing system that allows for
rapid mass-production of vaccines, Novavax is uniquely positioned to meet global public health
needs.
FORWARD LOOKING STATEMENTS
Statements herein relating to future financial or business performance, conditions or strategies
and other financial and business matters, including expectations regarding future revenues, product
safety or efficacy, patent protection, operating expenses, and clinical developments are
forward-looking statements within the meaning of the Private Securities Litigation Reform Act.
Novavax cautions that these forward-looking statements are subject to numerous assumptions, risks
and uncertainties, which change over time. Factors that may cause actual results to differ
materially from the results discussed in the forward-
looking statements or historical experience
include risks and uncertainties, including the failure by Novavax to secure and maintain
relationships with collaborators; risks relating to the early stage of
Novavaxs product candidates under development; uncertainties relating to clinical trials; risks
relating to the commercialization, if any, of Novavaxs proposed product candidates; dependence on
the efforts of third parties; dependence on intellectual property; competition for clinical
resources and patient enrollment from drug candidates in development by other companies with
greater resources and visibility; and risks that we may lack the financial resources and access to
capital to fund our operations. Further information on the factors and risks that could affect
Novavaxs business, financial conditions and results of operations, is contained in Novavaxs
filings with the U.S. Securities and Exchange Commission, which are available at
www.sec.gov. These forward-looking statements speak only as of the date of this press
release, and Novavax assumes no duty to update forward-looking statements.
Contact:
Tricia Richardson
240-268-2031