UPDATE 1-Epix Pharma to go bankrupt if debt restructuring fails

* May need to file for bankruptcy if debt restructuring fails

* Offers to exchange $100 million convertible notes

April 7 (Reuters) - Epix Pharmaceuticals Inc EPIX.O said it may be forced to seek protection under the U.S. bankruptcy laws if it fails to restructure its obligations through an exchange offering of $100 million convertible notes. The biopharmaceutical company, which said last month that it auditors expressed doubt about its ability to continue as a going concern, offered to exchange the convertible senior notes due 2024 for common shares and a cash payment.

Separately, Epix also said it sold the U.S., Canadian and Australian rights for magnetic resonance angiography (MRA) agent, MS-325, to Lantheus Medical Imaging Inc for $28 million in cash.

Epix plans to use some of the proceeds from the deal to make the payments in the exchange offer. MS-325 was formerly marketed as Vasovist, or gadofosveset trisodium, by Bayer Schering Pharma AG BAYG.DE, and Epix will pay $10.5 million to Bayer to satisfy obligations related to the U.S., Canadian and Australian development costs of the drug.

Last December, the drug was approved by the U.S. health regulators for use in detecting narrow or blocked blood vessels carrying oxygenated blood from the heart.

Shares of the company closed at 46 cents Monday on Nasdaq. (Reporting by Esha Dey in Bangalore; Editing by Jarshad Kakkrakandy)