Item 8.01. Other Events.
Convertible Notes Repurchase
On November 23, 2020, Neurocrine Biosciences, Inc. (the "Company") entered into
separate, privately negotiated transactions (the "Agreements") with certain
holders of its existing 2.25% Convertible Senior Notes due 2024 (the "2024
Notes") to repurchase approximately $53 million aggregate principal amount of
the 2024 Notes for an aggregate repurchase price of an amount of cash estimated
to be the sum of (i) approximately $73 million based on the Company's November
23, 2020 closing stock price of $93.62 per share, (ii) an amount based in part
on the daily volume-weighted average prices per share of the Company's common
stock during a three or five-trading day pricing period following execution of
the Agreements and (iii) accrued and unpaid interest. Such repurchases are in
addition to the repurchases of the 2024 Notes that the Company previously
disclosed in the Current Report on Form 8-K filed with the Securities and
Exchange Commission on November 19, 2020. The 2024 Notes repurchases are
expected to close on December 2, 2020 and December 7, 2020, subject to customary
closing conditions. Such repurchases of the 2024 Notes could affect the market
price of the Company's common stock.
Forward-Looking Statements
In addition to historical facts, this Current Report on Form 8-K contains
forward-looking statements that involve a number of risks and uncertainties.
These statements include, but are not limited to, statements related to the
amount of 2024 Notes to be repurchased, the timing of completion of the
repurchases, and the impact of the repurchases on the market price of the
Company's common stock. Among the factors that could cause actual results to
differ materially from those indicated in the forward-looking statements are:
changes in the price of the Company's common stock; changes in the convertible
note and other capital markets; and other risks described in the Company's
periodic reports filed with the Securities and Exchange Commission, including
without limitation the Company's quarterly report on Form 10-Q for the quarter
ended September 30, 2020. The Company disclaims any obligation to update the
statements contained in this Current Report on Form 8-K after the date hereof.

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