JERUSALEM--(BUSINESS WIRE)--Feb. 28, 2018--
Teva Pharmaceutical Industries Limited (NYSE and TASE: TEVA) (“Teva”)
announced today that its special purpose finance subsidiary, (i) Teva
Pharmaceutical Finance Netherlands II B.V. (“Teva Finance II”) intends
to offer €1,000,000,000 aggregate principal amount of EUR-denominated
Senior Notes in one or more series (the “Euro Notes”) and (ii) Teva
Pharmaceutical Finance Netherlands III B.V. (“Teva Finance III” and,
together with Teva Finance II, the “Issuers”) intends to offer
$2,250,000,000 aggregate principal amount of USD-denominated Senior
Notes in one or more series (the “USD Notes” and, together with the Euro
Notes, the “Notes”) in a private offering that is exempt from the
registration requirements of the Securities Act of 1933, as amended (the
“Securities Act”), in each case subject to market and other conditions.
The Issuers and Teva expect to enter into a registration rights
agreement with respect to the Notes. Teva expects to use the net
proceeds from the offerings to repay approximately $2.3 billion
outstanding indebtedness under its U.S. Dollar and Japanese Yen term
loan agreements and, together with cash on hand, to repay all $1.5
billion outstanding indebtedness under its 1.40% Senior Notes due 2018,
with the remainder of the net proceeds, if any, to be used to pay
related fees and expenses and/or otherwise for general corporate
purposes. In connection with completion of the offerings, Teva expects
to give notice of its intention to redeem all of its 1.40% Senior Notes
due 2018.
The Notes will be unsecured senior obligations of the Issuers and will
be unconditionally guaranteed on a senior basis by Teva. The Notes will
be offered and sold (i) in the U.S. to qualified institutional buyers
pursuant to Rule 144A under the Securities Act, and (ii) to non-U.S.
persons in offshore transactions outside the U.S. pursuant to Regulation
S under the Securities Act. The Notes and the related guarantees have
not been registered under the Securities Act or the laws of any state
and may not be offered or sold in the U.S. or to, or for the benefit of,
any U.S. persons absent registration under or an applicable exemption
from the registration requirements under the Securities Act and
applicable state securities laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be any
sale of securities in any jurisdiction in which such offer, solicitation
or sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction.
About Teva
Teva Pharmaceutical Industries Limited (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 1,800
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 2017 were $22.4 billion.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995, which
are based on management’s current beliefs and expectations and are
subject to substantial risks and uncertainties, both known and unknown,
that could cause our future results, performance or achievements to
differ significantly from that expressed or implied by such
forward-looking statements. Important factors that could cause or
contribute to such differences include risks relating to our
substantially increased indebtedness and significantly decreased cash on
hand, which may limit our ability to incur additional indebtedness,
engage in additional transactions or make new investments, and may
result in a further downgrade of our credit ratings; our inability to
raise debt or borrow funds in amounts or on terms that are favorable to
us; and other factors discussed in our Annual Report on Form 10-K for
the year ended December 31, 2017, including in the section captioned
“Risk Factors,” and in our other filings with the U.S. Securities and
Exchange Commission, which are available at www.sec.gov.
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 contained herein,
whether as a result of new information, future events or otherwise. You
are cautioned not to put undue reliance on these forward-looking
statements. No assurance can be given that the transactions described
herein will be consummated or as to the ultimate terms of any such
transactions.
It may be unlawful to distribute this press release in certain
jurisdictions. This press release is not for distribution in Canada,
Japan or Australia. The information in this press release does not
constitute an offer of securities for sale in Canada, Japan or Australia.
The Notes are not intended to be offered, sold or otherwise made
available to and should not be offered, sold or otherwise made available
to any retail investor in the European Economic Area (“EEA”). For these
purposes, a retail investor means a person who is one (or more) of: (i)
a retail client as defined in point (11) of Article 4(1) of Directive
2014/65/EU ("MiFID II"); or (ii) a customer within the meaning of
Directive 2002/92/EC ("IMD"), where that customer would not qualify as a
professional client as defined in point (10) of Article 4(1) of MiFID
II. Consequently no key information document required by Regulation (EU)
No 1286/2014 (the "PRIIPs Regulation") for offering or selling the Notes
or otherwise making them available to retail investors in the EEA has
been prepared and therefore offering or selling the Notes or otherwise
making them available to any retail investor in the EEA may be unlawful
under the PRIIPs Regulation. This announcement constitutes a public
disclosure of inside information by Teva under Regulation (EU) 596/2014
(16 April 2014).
Promotion of the Notes in the United Kingdom is restricted by the
Financial Services and Markets Act 2000 (the “FSMA”), and accordingly,
the Notes are not being promoted to the general public in the United
Kingdom. This announcement is for distribution only to, and is only
directed at, persons who (i) have professional experience in matters
relating to investments falling within Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005, as
amended (the “Financial Promotion Order”), (ii) are persons falling
within Article 49(2)(a) to (d) (high net worth companies, unincorporated
associations, etc.) of the Financial Promotion Order or (iii) are
persons to whom an invitation or inducement to engage in investment
activity within the meaning of section 21 of the FSMA in connection with
the issue or sale of any securities may otherwise lawfully be
communicated or caused to be communicated (all such persons together
being referred to as “relevant persons”). The Notes will only be
available to, and any invitation, offer or agreement to subscribe,
purchase or otherwise acquire such Notes will be engaged in only with,
relevant persons. This announcement is directed only at relevant persons
and must not be acted on or relied on by anyone who is not a relevant
person.
View source version on businesswire.com: http://www.businesswire.com/news/home/20180228005823/en/
Source: Teva Pharmaceutical Industries Limited
Teva Pharmaceutical Industries Limited
IR Contacts:
United
States
Kevin C. Mannix, 215-591-8912
or
Ran
Meir, 215-591-3033
or
Israel
Tomer Amitai, 972
(3) 926 7656
or
PR Contacts:
United States
Kaelan
Hollon, 202-412- 7076
or
Israel
Yonatan Beker
972
(54) 888 5898