Glaukos Corporation Announces Pricing of Private Offering of $250 Million of 2.75% Convertible Senior Notes

Glaukos Corporation (NYSE: GKOS) (the “Company” or “Glaukos”), an ophthalmic medical technology and pharmaceutical company focused on novel therapies for the treatment of glaucoma, corneal disorders and retinal diseases, announced today the pricing of its private offering of $250 million aggregate principal amount of 2.75% Convertible Senior Notes due 2027 (the “notes”). The offering size was increased from the previously announced offering size of $200 million aggregate principal amount of notes. The notes were offered only to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). Glaukos has granted to the initial purchasers of the notes a 13-day option to purchase up to an additional $37.5 million aggregate principal amount of notes. The offering of the notes is expected to close on June 11, 2020, subject to customary closing conditions.

The notes will be Glaukos’ senior unsecured obligations. The notes will bear interest at a rate of 2.75% per year, payable semiannually in arrears on June 15 and December 15 of each year, beginning on December 15, 2020. The notes will mature on June 15, 2027, unless earlier converted, redeemed or repurchased. Glaukos may not redeem the notes prior to June 20, 2024. On or after June 20, 2024 but before the 45^th scheduled trading day immediately preceding the maturity date, Glaukos may redeem for cash all or a portion of the notes if the last reported sale price of Glaukos’ common stock has been at least 130% of the conversion price then in effect on (i) each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date Glaukos provides notice of redemption and (ii) the trading day immediately preceding the date Glaukos provides such notice. The initial conversion rate for the notes is 17.8269 shares of Glaukos’ common stock per $1,000 principal amount of notes (equivalent to an initial conversion price of approximately $56.10 per share of Glaukos’ common stock), which represents an approximately 30.0% conversion premium over the last reported sale price of $43.15 per share of Glaukos’ common stock on The New York Stock Exchange on June 8, 2020.