Wyeth Announces Full Redemption of Floating Rate Convertible Senior Debentures Due 2024
Madison, N.J. – Wyeth (NYSE: WYE) (the “Company”) announced today that it has called for the full redemption of all of its outstanding Wyeth Floating Rate Convertible Senior Debentures due 2024 (the “Convertible Debentures”) on September 15, 2009. As of August 14, 2009, there was $22,664,000 in aggregate principal amount of Convertible Debentures outstanding.
Convertible Debentures will be redeemed by the Company at a cash purchase price of $1,000 per $1,000 principal amount at maturity of the Convertible Debentures, plus accrued and unpaid interest from July 15, 2009, the regular interest payment date, to, but excluding, the redemption date.
At any time prior to the close of business on the business day immediately preceding the redemption date, holders may elect to convert all, or a portion of, their Convertible Debentures. The current conversion rate of the Convertible Debentures is 16.7356 shares of Wyeth common stock, par value $0.33 1/3 per share (the “Common Stock”), payable at the option of the Company in cash and/or Common Stock, per $1,000 aggregate principal amount at maturity of Convertible Debentures outstanding. The Company intends to settle the entire amount of any conversion of the Convertible Debentures in cash. Assuming that the price per share of the Common Stock is $46.78, which was the closing price of the Common Stock on the New York Stock Exchange on August 12, 2009, the amount that holders of Convertible Debentures would be entitled to receive upon conversion would be $782.89 per $1,000 aggregate principal amount at maturity of Convertible Debentures outstanding. Holders who convert Convertible Debentures will generally not be entitled to any accrued and unpaid interest and will only receive the amount due upon conversion.
The Company is implementing this redemption pursuant to a request from Pfizer Inc. under the terms and conditions of the Agreement and Plan of Merger (the “Merger Agreement”) dated January 25, 2009, between the Company and Pfizer. Holders who convert Convertible Debentures will not receive any amounts pursuant to the Merger Agreement and will only receive the amount due upon conversion discussed above.
A Company Notice of Redemption detailing the redemption and conversion rights is being sent by The Bank of New York Mellon, the Trustee under the indenture relating to the Convertible Debentures, on behalf of the Company to The Depository Trust Company as sole record owner of Convertible Debentures. Copies of the Company Notice of Redemption and additional related information may be obtained from the Trustee by calling (800) 275-2048.
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