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Subsequent Events
9 Months Ended
Sep. 30, 2016
Subsequent Events  
Subsequent Events

 

10. Subsequent Events

 

Concurrent Public Offering of Ordinary Shares and Convertible Senior Notes

 

On November 2, 2016, we sold 3,850,000 ordinary shares at a price to the public of $26.00 per share (the “Shares”) and $230 million aggregate principal amount of 3.250% convertible senior notes due 2023 (the “Notes”) for net proceeds of approximately $316.2 million, after deducting underwriting discounts and commissions and other estimated transaction expenses.  The Shares and the Notes (and our ordinary shares issuable upon conversion of the Notes) were offered and sold under (i) a prospectus dated October 26, 2016 (the “Prospectus”) filed with the SEC pursuant to our shelf registration statement on Form S-3 (File No. 333-214257), (ii) the prospectus supplements to the Prospectus we filed with the SEC dated October 27, 2016 (each, a “Prospectus Supplement” and together, the “Prospectus Supplements”), and (iii) a free writing prospectus containing the final terms of the offering of the Shares and the Notes dated October 27, 2016 and filed with the SEC.

 

The Notes bear interest at a rate of 3.250% per year, payable semi-annually in arrears, on November 1 and May 1 of each year, commencing on May 1, 2017. The Notes are our senior unsecured obligations and rank senior in right of payment to any of our indebtedness that is expressly subordinated in right of payment to the notes; equal in right of payment to any of our indebtedness that is not so subordinated; effectively junior in right of payment to any of our secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of our subsidiaries. The Notes will mature on November 1, 2023 (the “Maturity Date”), unless earlier redeemed or repurchased by us or converted. Holders may convert their notes into ordinary shares at an initial conversion rate of 29.0276 shares for each $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $34.45 per share), subject to adjustment, in certain circumstances, at any time prior to the close of business on the second business day immediately preceding the Maturity Date.