November 11, 2025 — Leads & Copy — Ionis Pharmaceuticals, Inc. (NASDAQ: IONS) has announced its intention to offer $700 million in Convertible Senior Notes due 2030 through a private placement to qualified institutional buyers, subject to market conditions and other factors. The offering will be made pursuant to Rule 144A under the Securities Act of 1933.
The initial purchasers of the notes will be granted an option to purchase up to an additional $70 million principal amount of notes within a 13-day period from the initial issuance date.
The notes, which will be general unsecured obligations of Ionis, will accrue interest payable semi-annually in arrears. Upon conversion, Ionis will elect to pay or deliver cash, shares of its common stock, or a combination thereof. The interest rate, initial conversion rate, and other terms will be determined upon pricing of the offering.
Ionis anticipates using the net proceeds from the offering to repurchase its 0% Convertible Senior Notes due 2026 and to repay any remaining 2026 notes at maturity. Any remaining net proceeds will be used for general corporate purposes. The company may repurchase a portion of the 2026 notes concurrently with the pricing of the new notes through separate, individually negotiated transactions with holders of the 2026 notes.
The terms of any concurrent note repurchase transaction will depend on various factors, and there is no assurance as to the amount, if any, of the 2026 notes that will be repurchased or the terms of such repurchases. The offering of the new notes is not contingent upon the repurchase of any of the 2026 notes.
Holders of the 2026 notes who have hedged their equity price risk and agree to have their notes repurchased are expected to unwind their hedge positions by purchasing Ionis’ common stock and/or entering into or unwinding derivative transactions. This activity could substantially impact the market price of Ionis’ common stock, potentially affecting the effective conversion price of the new notes. However, Ionis cannot predict the magnitude of such market activity or its overall effect on the price of the notes or its common stock.
The new notes and any shares of Ionis’ common stock issuable upon conversion have not been registered under the Securities Act or any state or other jurisdiction’s securities laws. Unless so registered, they may not be offered or sold in the United States absent registration or an applicable exemption.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any jurisdiction where such an offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.
Ionis Pharmaceuticals, Inc. has been inventing medicines for three decades that bring better futures to people with serious diseases. Ionis has marketed medicines and has a leading pipeline in neurology, cardiometabolic, and other areas of high patient need. As a pioneer in RNA-targeted medicines, Ionis continues to drive innovation in RNA therapies in addition to advancing new approaches in gene editing.
Ionis Pharmaceuticals® is a trademark of Ionis Pharmaceuticals, Inc.
Ionis Pharmaceuticals, Inc.
Source: Ionis Pharmaceuticals, Inc.
