$RGEN · REPLIGEN CORP
On November 6, 2026, Repligen closed its previously announced private exchange and subscription transactions, issuing $1.0B aggregate principal of 0.25% Convertible Senior Notes due 2031. About $541.4M of the new notes were issued in exchange for $456.8M of its 1.00% Convertible Senior Notes due 2028, which were canceled, and $458.6M were issued for cash. Roughly $143.2M of 2028 notes remain outstanding. The new notes carry an initial conversion rate of 4.4176 shares per $1,000 principal, an initial conversion price of about $226.37 (a ~20% premium to the $188.64 close on October 29, 2026), and mature November 1, 2031.
- $1.0B aggregate principal of 0.25% Convertible Senior Notes due 2031 issued.
- $541.4M of new notes exchanged for $456.8M of 1.00% 2028 notes, which were canceled.
- $458.6M of new notes issued for cash via subscription transactions.
- Initial conversion price ~$226.37 per share, a ~20% premium to the $188.64 close.
- Up to 5,301,100 shares may be issued upon conversion, including make-whole additional shares.
Extended-hours last trade $138.99, down 19.89% versus the $173.49 regular close, suggesting the market is pricing in the convertible issuance and potential dilution.
Repligen refinanced higher-coupon 2028 debt into 0.25% notes while raising $458.6M cash, but the deal adds up to 5.3M shares of potential dilution.
Life-sciences tools companies have used low-coupon convertibles to extend maturities and raise cash while minimizing interest expense.
The notes are senior unsecured obligations and, upon conversion, could dilute existing shareholders by up to 5,301,100 shares.