QIAGEN provides reminder on settlement mechanics of 2023 and 2024 convertible notes
Venlo, the Netherlands, June 16, 2023 (GLOBE NEWSWIRE) — QIAGEN N.V. (NYSE: QGEN; Frankfurt Prime Standard: QIA) announced today 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”
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.)
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.
About QIAGEN
QIAGEN N.V., a Netherlands-based holding company, is the leading global provider of Sample to Insight solutions that enable customers to gain valuable molecular insights from samples containing the building blocks of life. Our sample technologies isolate and process DNA, RNA and proteins from blood, tissue and other materials. Assay technologies make these biomolecules visible and ready for analysis. Bioinformatics software and knowledge bases interpret data to report relevant, actionable insights. Automation solutions tie these together in seamless and cost-effective workflows. QIAGEN provides solutions to more than 500,000 customers around the world in Molecular Diagnostics (human healthcare) and Life Sciences (academia, pharma R&D and industrial applications, primarily forensics). As of March 31, 2023, QIAGEN employed more than 6,200 people in over 35 locations worldwide. Further information can be found at http://www.qiagen.com.
Forward-Looking Statement
Certain statements contained in this press release may be considered forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. To the extent that any of the statements contained herein relating to QIAGEN’s products, including those products used in the response to the COVID-19 pandemic, timing for launch and development, marketing and/or regulatory approvals, financial and operational outlook, growth and expansion, collaborations, markets, strategy or operating results, including without limitation its expected adjusted net sales and adjusted diluted earnings results, are forward-looking, such statements are based on current expectations and assumptions that involve a number of uncertainties and risks. Such uncertainties and risks include, but are not limited to, risks associated with management of growth and international operations (including the effects of currency fluctuations, regulatory processes and dependence on logistics), variability of operating results and allocations between customer classes, the commercial development of markets for our products to customers in academia, pharma, applied testing and molecular diagnostics; changing relationships with customers, suppliers and strategic partners; competition; rapid or unexpected changes in technologies; fluctuations in demand for QIAGEN’s products (including fluctuations due to general economic conditions, the level and timing of customers’ funding, budgets and other factors); our ability to obtain regulatory approval of our products; difficulties in successfully adapting QIAGEN’s products to integrated solutions and producing such products; the ability of QIAGEN to identify and develop new products and to differentiate and protect our products from competitors’ products; market acceptance of QIAGEN’s new products and the integration of acquired technologies and businesses; actions of governments, global or regional economic developments, weather or transportation delays, natural disasters, political or public health crises, including the breadth and duration of the COVID-19 pandemic and its impact on the demand for our products and other aspects of our business, or other force majeure events; as well as the possibility that expected benefits related to recent or pending acquisitions may not materialize as expected; and the other factors discussed under the heading “Risk Factors” contained in Item 3 of our most recent Annual Report on Form 20-F. For further information, please refer to the discussions in reports that QIAGEN has filed with, or furnished to, the U.S. Securities and Exchange Commission.
CONTACT: John Gilardi QIAGEN N.V. +49 2103 29 11711 ir@qiagen.com Phoebe Loh QIAGEN N.V. +49 2103 29 11457 ir@qiagen.com
