OSI Pharmaceuticals offers $175 million in convertible notes

The notes will be convertible, in certain circumstances, into common stock of OSI based upon a base conversion rate, which, under certain circumstances will be increased pursuant to a formula that is subject to a maximum conversion rate.

OSI has also granted the initial purchasers of the notes a 13-day option to purchase up to an additional $25 million principal amount of the notes. The sale of the notes is expected to close on January 9, 2008, subject to customary closing conditions.

The company intends to use the net proceeds from the offering to fund repurchases of approximately 1.5 million shares of its common stock concurrently with the offering for an aggregate price of $65 million, to repurchase or otherwise retire its 3.25% convertible senior subordinated notes due 2023 (if not converted) and for general corporate purposes.