Halozyme Therapeutics announces pricing of Rule 144A convertibles

Rhea-AI Filing Summary

Halozyme Therapeutics announced the pricing of two convertible senior note offerings to institutional investors under Rule 144A. The company plans to issue $650.0 million aggregate principal amount of notes due 2031 and $650.0 million due 2032. Initial purchasers received a 13-day option to buy up to an additional $100.0 million of each series. The notes are being offered only to persons reasonably believed to be qualified institutional buyers.

A press release with additional details was furnished as Exhibit 99.1.

Insights

Capital structure analyst

Large dual‑tranche convert raises capital; terms not disclosed here.

Halozyme Therapeutics priced two Rule 144A convertible senior note tranches: $650.0 million due 2031 and $650.0 million due 2032. The filing also notes a 13-day option for initial purchasers to buy up to an additional $100.0 million of each series.

Because these are Rule 144A offerings to qualified institutional buyers, details like coupon, conversion rate, and any capped call or hedge adjustments are not included in this excerpt. Actual balance sheet impact will depend on final settlement and any exercise of the purchaser option.

The company attached a press release as Exhibit 99.1. Subsequent disclosures may provide economic terms and closing details, which will clarify interest cost and potential equity dilution mechanics.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________________________________

FORM 8-K

_____________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): November 6, 2025

HALOZYME THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

________________________

Commission File Number 001-32335

Delaware						88-0488686
(State or other jurisdiction of incorporation)						(I.R.S. Employer Identification No.)
12390 El Camino Real						92130
San Diego						(Zip Code)
California
(Address of principal executive offices)

(858) 794-8889

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.001 par value

HALO

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).         

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

On November 6, 2025, Halozyme Therapeutics, Inc. (the “Company”) issued a press release announcing the pricing of its offering of $650.0 million aggregate principal amount of convertible senior notes due 2031 (the “2031 Notes”) and $650.0 million aggregate principal amount of convertible senior notes due 2032 (the “2032 Notes” and, together with the 2031 Notes, the “Convertible Notes”). The Company also granted a 13-day option to the initial purchasers to purchase up to an additional $100.0 million aggregate principal amount of the 2031 Notes and up to an additional $100.0 million aggregate principal amount of the 2032 Notes. The Convertible Notes are being offered and sold only to persons reasonably believed to be “qualified institutional buyers” pursuant to Rule 144A under the Securities Act of 1933, as amended.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated into this Item 8.01 by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.			Document Description
99.1			Press release, dated November 6, 2025.
104			Cover Page Interactive Data File (embedded within the Inline XBRL document).

*Certain schedules omitted pursuant to Item 601(a)(5) of Regulation S-K. Halozyme agrees to furnish supplementally a copy of any omitted schedule to the SEC upon request.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HALOZYME THERAPEUTICS, INC.

Date:

November 7, 2025

By:

/s/ Nicole LaBrosse

Name:

Nicole LaBrosse

Title:

Senior Vice President, Chief Financial Officer

FAQ

What financing did HALO announce in the 8-K?

HALO announced the pricing of convertible senior notes: $650.0 million due 2031 and $650.0 million due 2032, offered under Rule 144A.

Who can purchase Halozyme's new convertible notes (HALO)?

The notes are being offered and sold only to persons reasonably believed to be qualified institutional buyers under Rule 144A.

Is there an option to increase the HALO note offerings?

Yes. Initial purchasers have a 13-day option to buy up to an additional $100.0 million of the 2031 Notes and up to an additional $100.0 million of the 2032 Notes.

What are the maturities of Halozyme’s new notes?

The company priced two series: notes due 2031 and notes due 2032.

Where can I find more details about HALO’s note offerings?

A press release with additional information is furnished as Exhibit 99.1 to the 8-K.