Proceeds to Repay Existing Debt
JERUSALEM--(BUSINESS WIRE)--Mar. 7, 2018--
Teva Pharmaceutical Industries Limited (NYSE and TASE: TEVA) (“Teva”)
announced today that it successfully priced the offering of $4.5 billion
of its previously announced senior notes (the “Notes”). The offering was
upsized from a previously announced amount of $3.5 billion. Net proceeds
from the Notes are expected to be used 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 redeem all $1.5
billion aggregate principal amount of its 1.40% Senior Notes due 2018
and all $1.2 billion aggregate principal amount of its 2.875% Senior
Notes due 2019.
“With the successful pricing of $4.5 billion of senior notes, we have
completed an important piece of our financial plan. Furthermore, having
taken care of our financing requirements for the coming years, Teva will
now focus on execution of our restructuring plan and optimization of our
business,” said Mike McClellan, Teva’s Executive Vice President and
Chief Financial Officer.
The Notes consist of (i) $1.25 billion aggregate principal amount of
6.000% USD-denominated senior notes maturing in 2024 and $1.25 billion
aggregate principal amount of 6.750% USD-denominated senior notes
maturing in 2028, and (ii) €700 million aggregate principal amount of
3.250% EUR-denominated senior notes maturing in 2022 and €900 million
aggregate principal amount of 4.500% EUR-denominated senior notes
maturing in 2025, and will be issued by special purpose finance
subsidiaries of Teva (the “Issuers”).
The Notes will be sold at a price of 100% of the principal amount
thereof. The Issuers and Teva expect to enter into registration rights
agreements with respect to the Notes. The settlement of the Notes is
expected to occur on or about March 14, 2018, subject to customary
closing conditions.
Teva will provide notice of redemption of the 1.40% Senior Notes due
2018 and the 2.875% Senior Notes due 2019 to holders of such notes and
redemption of these notes is expected to be completed during the first
quarter of 2018.
The Notes will be unsecured senior obligations of the Issuers and will
be unconditionally guaranteed on a senior basis by Teva. The Notes were
offered and sold (i) in the U.S. to qualified institutional buyers
pursuant to Rule 144A under the Securities Act of 1933, as amended (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/20180307006346/en/
Source: Teva Pharmaceutical Industries Limited
For 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