MannKind Announces $160 Million Debt Financing

  MannKind Announces $160 Million Debt Financing

Business Wire

VALENCIA, Calif. -- July 1, 2013

MannKind Corporation (Nasdaq:MNKD) announced today that it has entered into a
secured financing with affiliates of Deerfield Management Company L.P.
(“Deerfield”), who have committed to purchase up to $160 million in senior
secured notes.

Under the terms of the financing, Deerfield committed to provide up to four
tranches of $40million each on the following schedule: at closing; following
the release of certain results in MannKind’s two current Phase 3 clinical
studies of Afrezza®; concurrently with repayment of MannKind’s 3.75% Senior
Convertible Notes due 2013; and following FDA approval of Afrezza. The notes
will accrue interest at a rate of 9.75% per annum until maturity in 2019. A
portion of the principal amount of the loan facility may be convertible into
shares of MannKind’s common stock at the Deerfield’s option after a specified
period following the release of data from the aforementioned clinical trials.
The conversion price will be determined by the volume weighted average price
of the common stock during the 20 trading days immediately preceding the
conversion date. If the conversion price exceeds $6.67, no more than 6 million
shares may be issued upon conversion; if the conversion price is less than
$3.33, no more than 12 million shares may be issued upon conversion; and if
the conversion price is between these dollar amounts, no more than $40 million
worth of common stock may be issued upon conversion. As part of the
transaction, Deerfield received from MannKind milestone rights that provide
for the payment of up to $90 million upon the occurrence of certain strategic
and sales milestones.

“We are encouraged by Deerfield’s confidence in the potential of AFREZZA,”
commented Alfred E. Mann, Chief Executive Officer of MannKind Corporation. “We
worked with Deerfield to structure a facility that aligns with our near- and
long-term strategy to achieve important development, commercial and strategic
milestones while minimizing near term dilution.”

This press release shall not constitute an offer to sell or the solicitation
of an offer to buy these securities, nor shall there be any sale of these
securities in any state or other jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such state or other
jurisdiction.

About MannKind

MannKind Corporation (Nasdaq: MNKD) focuses on the discovery, development and
commercialization of therapeutic products for patients with diseases such as
diabetes. Its lead product candidate, AFREZZA^®, is in late stage clinical
investigation for the treatment of adults with type 1 or type 2 diabetes for
the control of hyperglycemia. MannKind maintains a website at
www.mannkindcorp.com to which MannKind regularly posts copies of its press
releases as well as additional information about MannKind. Interested persons
can subscribe on the MannKind website to e-mail alerts that are sent
automatically when MannKind issues press releases, files its reports with the
Securities and Exchange Commission or posts certain other information to the
website.

About Deerfield

Deerfield is a leading investment management firm, committed to advancing
healthcare through investment, information and philanthropy. For more
information, please visit www.deerfield.com.

Forward-Looking Statements

This press release contains forward-looking statements, including statements
regarding MannKind’s expectations with respect to the expected gross proceeds
from the financing, that involve risks and uncertainties. Words such as
“believes,” “anticipates,” “plans,” “expects,” “intends,” “will,” “goal,”
“potential” and similar expressions are intended to identify forward-looking
statements. These forward-looking statements are based upon MannKind’s current
expectations. Actual results and the timing of events could differ materially
from those anticipated in such forward-looking statements as a result of these
risks and uncertainties, which include, without limitation, risks associated
with market conditions, the progress, timing and results of clinical trials,
difficulties or delays in seeking or obtaining regulatory approval, the
manufacture of AFREZZA^®, competition from other pharmaceutical or
biotechnology companies, MannKind’s ability to enter into any collaborations
or strategic partnerships, intellectual property matters, stock price
volatility and other risks detailed in MannKind’s filings with the Securities
and Exchange Commission, including its quarterly report on Form 10-Q for the
quarter ended March 31, 2013. You are cautioned not to place undue reliance on
these forward-looking statements, which speak only as of the date of this
press release. All forward-looking statements are qualified in their entirety
by this cautionary statement, and MannKind undertakes no obligation to revise
or update any forward-looking statements to reflect events or circumstances
after the date of this press release.

Contact:

MannKind Corporation
Matthew Pfeffer
Chief Financial Officer
661-775-5300
mpfeffer@mannkindcorp.com
 
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