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|July 25, 2005 11:36 a.m.|
|Teva to Acquire Ivax for $ 7.4 Billion|
Combination Will Strengthen Global Leadership in Generics, Add New Product Lines and Growth Markets
Jerusalem, Israel and Miami, Florida, July 25, 2005 - TEVA Pharmaceutical Industries Ltd. (Nasdaq: TEVA) and IVAX Corporation (AMEX: IVX) jointly announced today that they have signed a definitive agreement providing for the acquisition of IVAX by TEVA. Under the terms of the agreement, shares of IVAX common stock will, at the election of the shareholder, be converted into either $26 in cash or 0.8471 TEVA ADRs, subject to proration such that no more than one-half of such elections are for cash and no more than half are for TEVA ADRs. Based upon the NASDAQ average closing price of TEVA's ADRs in the 5 days up to and including July 22, 2005, the transaction has a total indicated purchase price of approximately $ 7.4 billion. As a result of the transaction, it is expected that IVAX shareholders will own approximately 15% of TEVA on a fully-diluted basis. The cash portion of the consideration will be funded using a combination of TEVA's cash on hand and committed credit facilities. The boards of directors of both companies have unanimously approved the transaction.