Teva Pharmaceutical Industries Ltd. (NYSE and TASE: TEVA)
announced today that it successfully priced a debt offering by its
special purpose finance subsidiary Teva Pharmaceutical Finance
Netherlands III B.V., consisting of the following tranches:
- $1.5 billion of 1.400% fixed rate senior notes maturing in
2018;
- $2.0 billion of 1.700% fixed rate senior notes maturing in
2019;
- $3.0 billion of 2.200% fixed rate senior notes maturing in
2021;
- $3.0 billion of 2.800% fixed rate senior notes maturing in
2023;
- $3.5 billion of 3.150% fixed rate senior notes maturing in
2026; and
- $2.0 billion of 4.100% fixed rate senior notes maturing in
2046.
The notes will be sold at a price of 99.914%, 99.991%, 99.835%,
99.666%, 99.734% and 99.167% of the principal amount thereof,
respectively, and will be guaranteed by Teva Pharmaceutical
Industries Limited. Additional senior, unsecured benchmark-sized
offerings of EUR and/or CHF-denominated multi-tranche debt
securities are contemplated, subject to market conditions.
“The strength of the demand, which was multiple times the size
of the offering, and the attractive prices, are a testament to
Teva's financial strength and strong reputation with investors,”
said Eyal Desheh, Teva's Chief Financial Officer.
The net proceeds from this offering will be approximately $14.9
billion, after the underwriting discounts and estimated offering
expenses payable by Teva. Teva intends to use the net proceeds from
this offering towards the cash portion of the purchase price for
its previously announced acquisition of Allergan plc’s worldwide
generic pharmaceuticals business (“Actavis Generics”), to pay
related fees and expenses, and/or otherwise for general corporate
purposes. Closing of the offering is expected on July 21, 2016.
Barclays, BofA Merrill Lynch, BNP PARIBAS, Credit Suisse, HSBC,
Mizuho Securities, Citigroup, Morgan Stanley, RBC Capital Markets
and SMBC Nikko are acting as the joint book-running managers for
the offering. Rothschild & Co. acted as sole financial advisor
to Teva in connection with the offering.
The notes are being offered for sale pursuant to a prospectus
and related prospectus supplement that constitute a part of Teva’s
effective shelf registration statement filed with the U.S.
Securities and Exchange Commission (the “SEC”). Before making an
investment, potential investors should read the prospectus
supplement and accompanying base prospectus, together with the
information incorporated by reference therein, and the other
documents that Teva has filed with the SEC for more complete
information about Teva and this offering. You may get these
documents for free by visiting EDGAR on the SEC website at
www.sec.gov. Alternatively, Teva, any underwriter or any dealer
participating in this offering will arrange to send you the
prospectus and related prospectus supplement if you request it by
contacting Barclays Capital Inc., c/o Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 at 1 (888)
603-5847 and barclaysprospectus@broadridge.com; BNP Paribas
Securities Corp., Attn: Syndicate Desk, 787 Seventh Avenue, New
York, NY 10019, at 1 (800) 854-5674; Credit Suisse Securities (USA)
LLC, Attn: Prospectus Department, One Madison Avenue, New York, NY
10010 at 1 (800) 221-1037 and newyork.prospectus@credit-suisse.com;
HSBC Securities (USA) Inc., Attn: Transaction Management Group, 452
Fifth Avenue, New York, NY 10018 at 1 (866) 811-8049; Merrill
Lynch, Pierce Fenner & Smith Incorporated, NC1-004-03-43, Attn:
Prospectus Department, 200 North College Street, 3rd Floor,
Charlotte, NC 28255 at dg.prospectus_requests@baml.com; or Mizuho
Securities USA Inc., Attn: Debt Capital Markets, 320 Park Avenue,
12th Floor, New York, NY 10022 at 1 (866) 271-7403.
This press release is for informational purposes only and does
not constitute an offer to sell or the solicitation of an offer to
buy any security of Teva, nor will there be any sale of any such
security in any jurisdiction in which such offer, sale or
solicitation would be unlawful. The offering may be made only by
means of the applicable prospectus supplement and accompanying base
prospectus.
In connection with the issue of the notes, one or more of the
underwriters (or persons acting on behalf of any of the
underwriters) may over-allot notes or effect transactions with a
view to supporting the market prices of the notes at a level higher
than that which might otherwise prevail. However, there is no
assurance that such underwriters (or persons acting on behalf of
any such underwriter) will undertake stabilization action. Such
stabilizing, if commenced, may be discontinued at any time and, if
begun, must be brought to an end after a limited period. Any
stabilization action or overallotment must be conducted by the
relevant underwriter (or persons acting on behalf of such
underwriter) in accordance with all applicable laws and rules.
About Teva
Teva Pharmaceutical Industries Ltd. (NYSE and TASE: TEVA) is a
leading global pharmaceutical company that delivers high-quality,
patient-centric healthcare solutions used by millions of patients
every day. Headquartered in Israel, Teva is the world’s largest
generic medicines producer, leveraging its portfolio of more than
1,000 molecules to produce a wide range of generic products in
nearly every therapeutic area. In specialty medicines, Teva has a
world-leading position in innovative treatments for disorders of
the central nervous system, including pain, as well as a strong
portfolio of respiratory products. Teva integrates its generics and
specialty capabilities in its global research and development
division to create new ways of addressing unmet patient needs by
combining drug development capabilities with devices, services and
technologies. Teva’s net revenues in 2015 amounted to $19.7
billion. For more information, visit www.tevapharm.com.
Teva’s Safe Harbor Statement under the U.S. Private
Securities Litigation Reform Act of 1995:
This release contains forward-looking statements, which are
based on management’s current beliefs and expectations and involve
a number of known and unknown risks and uncertainties that could
cause our future results, performance or achievements to differ
significantly from the results, performance or achievements
expressed or implied by such forward-looking statements. Important
factors that could cause or contribute to such differences include
risks relating to: our ability to develop and commercialize
additional pharmaceutical products; competition for our specialty
products, especially Copaxone® (which faces competition from
orally-administered alternatives and a generic version); our
ability to consummate the acquisition of Allergan plc’s worldwide
generic pharmaceuticals business (“Actavis Generics”) and to
realize the anticipated benefits of such acquisition (and the
timing of realizing such benefits); the fact that following the
consummation of the Actavis Generics acquisition, we will be
dependent to a much larger extent than previously on our generic
pharmaceutical business; potential restrictions on our ability to
engage in additional transactions or incur additional indebtedness
as a result of the substantial amount of debt we will incur to
finance the Actavis Generics acquisition; the fact that for a
period of time following the consummation of the Actavis Generics
acquisition, we will have significantly less cash on hand than
previously, which could adversely affect our ability to grow; the
possibility of material fines, penalties and other sanctions and
other adverse consequences arising out of our ongoing FCPA
investigations and related matters; our ability to achieve expected
results from investments in our pipeline of specialty and other
products; our ability to identify and successfully bid for suitable
acquisition targets or licensing opportunities, or to consummate
and integrate acquisitions; the extent to which any manufacturing
or quality control problems damage our reputation for quality
production and require costly remediation; increased government
scrutiny in both the U.S. and Europe of our patent settlement
agreements; our exposure to currency fluctuations and restrictions
as well as credit risks; the effectiveness of our patents,
confidentiality agreements and other measures to protect the
intellectual property rights of our specialty medicines; the
effects of reforms in healthcare regulation and pharmaceutical
pricing, reimbursement and coverage; competition for our generic
products, both from other pharmaceutical companies and as a result
of increased governmental pricing pressures; governmental
investigations into sales and marketing practices, particularly for
our specialty pharmaceutical products; adverse effects of political
or economic instability, major hostilities or acts of terrorism on
our significant worldwide operations; interruptions in our supply
chain or problems with internal or third-party information
technology systems that adversely affect our complex manufacturing
processes; significant disruptions of our information technology
systems or breaches of our data security; competition for our
specialty pharmaceutical businesses from companies with greater
resources and capabilities; the impact of continuing consolidation
of our distributors and customers; decreased opportunities to
obtain U.S. market exclusivity for significant new generic
products; potential liability in the U.S., Europe and other markets
for sales of generic products prior to a final resolution of
outstanding patent litigation; our potential exposure to product
liability claims that are not covered by insurance; any failure to
recruit or retain key personnel, or to attract additional executive
and managerial talent; any failures to comply with complex Medicare
and Medicaid reporting and payment obligations; significant
impairment charges relating to intangible assets, goodwill and
property, plant and equipment; the effects of increased leverage
and our resulting reliance on access to the capital markets;
potentially significant increases in tax liabilities; the effect on
our overall effective tax rate of the termination or expiration of
governmental programs or tax benefits, or of a change in our
business; variations in patent laws that may adversely affect our
ability to manufacture our products in the most efficient manner;
environmental risks; and other factors that are discussed in our
Annual Report on Form 20-F for the year ended December 31, 2015 and
in our other filings with the U.S. Securities and Exchange
Commission. Forward-looking statements speak only as of the date on
which they are made and we assume no obligation to update or revise
any forward-looking statements or other information, whether as a
result of new information, future events or otherwise.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20160718006397/en/
Teva Pharmaceutical Industries Ltd.IR Contacts:Kevin C.
Mannix, United States, (215) 591-8912Ran Meir, United
States, (215) 591-3033Tomer Amitai, Israel, 972 (3)
926-7656orPR Contacts:Iris Beck Codner, Israel, 972 (3)
926-7687Denise Bradley, United States, (215) 591-8974
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