Ascendis Announces Redemption of All $575 Million of Outstanding 2.25% Convertible Senior Notes Due 2028

COPENHAGEN, Denmark, April 21, 2026 (GLOBE NEWSWIRE) -- Ascendis Pharma A/S (Nasdaq: ASND) today announced that it has called all $575.0 million aggregate principal amount of its outstanding 2.25% Convertible Senior Notes due 2028 (the “notes”) (CUSIP No. 04351P AD3 / ISIN No. US04351PAD33) for redemption on May 6, 2026 (the “Redemption Date”). Ascendis’ redemption right in respect of the notes arises pursuant to Section 4.03(B) of the indenture (the “Indenture”), dated as of March 29, 2022, between Ascendis and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), as a result of the last reported sale price per ordinary share having exceeded 130% of the conversion price on each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on, and including, April 21, 2026.

Redemption Process
The redemption price will be payable on the Redemption Date in cash and equal to 100% of the principal amount of the notes outstanding on the Redemption Date, plus accrued and unpaid interest on such notes to, but excluding, the Redemption Date (the “Redemption Price”). For each $1,000 principal amount of notes, the Redemption Price will be equal to approximately $1,002.19. Unless Ascendis defaults in making payment of the Redemption Price, interest on the notes will cease to accrue on and after the Redemption Date.

For all notes surrendered in book-entry form, payment of the Redemption Price will be made through the facilities of The Depository Trust Company (“DTC”), and all redeemed notes in book-entry form will be surrendered for payment of the Redemption Price in accordance with the applicable rules and procedures of DTC.

Right to Convert the Notes
Holders of the notes may surrender their notes (or any portion thereof having a principal amount that is an integral multiple of $1,000) for conversion at any time prior to 5:00 p.m. (New York City time) on May 4, 2026 or, if Ascendis fails to pay the Redemption Price on the Redemption Date, such later date on which the Redemption Price is paid. To convert any note, the holder must comply with the applicable rules and procedures of DTC. Upon conversion, Ascendis will deliver ordinary shares, together, if applicable, with cash in lieu of any fractional shares, at the then-applicable conversion rate in accordance with the Indenture.

As of April 21, 2026, the conversion rate of the notes is 6.0118 ordinary shares per $1,000 principal amount of notes, which is equivalent to a conversion price of approximately $166.34 per ordinary share. Based on this conversion rate, an aggregate of up to 3,456,785 ordinary shares would be issuable if all of the notes are converted.

The sending of the notice of redemption to the holders of the notes constitutes a “Make-Whole Fundamental Change” under the Indenture, and therefore the conversion rate is required to be increased in accordance with the terms of the Indenture for notes surrendered for conversion during the period beginning on, and including, April 21, 2026, and ending at 5:00 p.m. (New York City time) on May 4, 2026 (the “Make-Whole Conversion Period”). The conversion rate applicable to such conversion will be increased by 0.3114 additional ordinary shares to 6.3232 ordinary shares per $1,000 principal amount of notes, which is equivalent to a conversion price of approximately $158.15 per ordinary share. Based on this increased conversion rate, an aggregate of up to 3,635,840 ordinary shares would be issuable if all of the notes are surrendered for conversion during the Make-Whole Conversion Period. The conversion rate will remain subject to adjustment in accordance with the Indenture from time to time upon the occurrence of certain events.

U.S. Bank Trust Company, National Association, is acting as Trustee, paying agent and conversion agent under the Indenture, and its address (which is a place of payment under the Indenture) is 111 Fillmore Avenue E, Saint Paul, MN 55107, Attention: Corporate Action – Specialized Finance.

This press release does not constitute a notice of redemption with respect to the notes. The notice of redemption is being delivered to holders separately in accordance with the terms of the Indenture. This press release is neither an offer to sell nor a solicitation of an offer to buy the notes or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful. No representation is made as to the correctness or accuracy of the CUSIP or ISIN numbers either as printed on the notes or as contained in this press release.

About Ascendis Pharma A/S
Ascendis Pharma is a global biopharmaceutical company focused on applying our innovative TransCon technology platform to make a meaningful difference for patients. Guided by our core values of Patients, Science, and Passion, and following our algorithm for product innovation, we apply TransCon to develop new therapies that demonstrate best-in-class potential to address unmet medical needs. Ascendis is headquartered in Copenhagen, Denmark, and has additional facilities in Europe and the United States. Please visit ascendispharma.com to learn more.

Forward-Looking Statements
This press release contains forward-looking statements that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this press release regarding Ascendis’ future operations, plans, intentions, expectations and objectives of management are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Examples of such statements include, but are not limited to, statements relating to (i) Ascendis’ redemption of the notes, including the timing of, and payment of the Redemption Price on, the Redemption Date; (ii) the period during which holders of the notes may elect to convert their notes and the expiration of the Make-Whole Conversion Period; (iii) the conversion rate and conversion price applicable to the notes, including as adjusted in connection with the redemption notice, and the resulting number of ordinary shares issuable upon conversion of the notes; (iv) Ascendis’ delivery of ordinary shares (and any cash in lieu of fractional shares) upon conversion of the notes in accordance with the Indenture; (v) Ascendis’ ability to apply its TransCon technology platform to make a meaningful difference for patients; and (vi) Ascendis’ ability to apply TransCon to develop new therapies that demonstrate best-in-class potential to address unmet medical needs. Ascendis may not actually achieve the plans, carry out the intentions or meet the expectations or projections disclosed in the forward-looking statements and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions, expectations and projections disclosed in the forward-looking statements. Various important factors could cause actual results or events to differ materially from the forward-looking statements that Ascendis makes, including, without limitation: the possibility that holders of the notes elect to convert rather than have their notes redeemed, resulting in the issuance of ordinary shares and dilution to Ascendis’ existing shareholders; Ascendis’ available cash and other sources of liquidity to fund payment of the Redemption Price and any cash payable in lieu of fractional shares upon conversion; the risk that the trustee, paying agent, conversion agent or The Depository Trust Company fails to process the redemption or any conversion of the notes on a timely basis or in accordance with the terms of the Indenture; dependence on third‑party manufacturers, distributors, and service providers for Ascendis’ products and product candidates; risks related to regulatory review and approval, including the possibility of delays, requests for additional data or analyses, restrictions or limitations on use, approval with labeling that is more limited than expected, or failure to obtain approval in the United States, European Union, or other jurisdictions; clinical development risks, including that results from ongoing or future trials may not confirm earlier data; unforeseen safety or efficacy findings in development programs or on‑market products; manufacturing, supply chain, quality, or logistics issues that could delay development or commercialization; unforeseen expenses related to commercialization of any approved Ascendis products; unforeseen research and development or selling, general and administrative expenses and other costs impacting Ascendis’ business generally; market acceptance, pricing, and reimbursement challenges, including payer coverage decisions and health technology assessments; competitive developments, including new or improved therapies; intellectual property protection, freedom‑to‑operate, and litigation risks; Ascendis’ ability to obtain additional funding, if needed, to support its business activities; cybersecurity, data privacy, and information technology disruptions; and the impact of international economic, political, legal, compliance, public health, and business factors, including tariffs, trade policies, currency fluctuations, and geopolitical events. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to Ascendis’ business in general, see Ascendis’ Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission (SEC) on February 11, 2026, and Ascendis’ other future reports filed with, or furnished to, the SEC. Forward-looking statements do not reflect the potential impact of any future licensing, collaborations, acquisitions, mergers, dispositions, joint ventures, or investments that Ascendis may enter into or make. Ascendis does not assume any obligation to update any forward-looking statements, except as required by law.

Ascendis, Ascendis Pharma, the Ascendis Pharma logo, and TransCon are trademarks owned by the Ascendis Pharma group. © April 2026 Ascendis Pharma A/S.