On March 3, 2023 Teva Pharmaceutical Industries Ltd. (NYSE and TASE: TEVA) ("Teva") reported that it successfully upsized its offering and priced approximately $2,490,000,000 (equivalent) of its sustainability-linked senior notes (the "Notes") (Press release, Teva, MAR 3, 2023, View Source [SID1234628140]). The principal amount of the offering was increased from the previously announced offering size of $2,060,000,000 (equivalent) and the maximum tender amount of Teva’s previously announced debt tender offer was increased from $2,250,000,000 to $2,500,000,000. Teva expects to use the net proceeds from the offerings (i) to fund the announced tender offers to purchase, for cash, its 7.125% Senior Notes due 2025, 6.000% Senior Notes due 2025, 4.500% Senior Notes due 2025, 2.800% Senior Notes due 2023, 6.000% Senior Notes due 2024 and 3.150% Senior Notes due 2026 for a maximum combined aggregate purchase price (exclusive of accrued and unpaid interest) of up to $2,500,000,000 (as it may be amended prior to expiration thereof), (ii) to pay fees and expenses in connection therewith and (iii) to the extent of any remaining proceeds, the repayment of outstanding debt upon maturity, tender offer or earlier redemption. Net proceeds may be temporarily invested pending application for their stated purpose.
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This is Teva’s second offering of Sustainability-Linked Senior Notes. The transaction demonstrates Teva’s continued strong commitment to sustainable finance and is tied to targets that include improving access to Teva’s portfolio of medicines in low- and middle-income countries (LMICs) and reducing Teva’s absolute greenhouse gas (GHG) emissions.
The Notes consist of (i) Teva Pharmaceutical Finance Netherlands II B.V.’s ("Teva Finance II") €800,000,000 aggregate principal amount of 7.375% EUR-denominated Sustainability-Linked Senior Notes maturing in 2029, (ii) Teva Finance II’s €500,000,000 aggregate principal amount of 7.875% EUR-denominated Sustainability-Linked Senior Notes maturing in 2031, (iii) Teva Pharmaceutical Finance Netherlands III B.V.’s ("Teva Finance III" and, together with Teva Finance II, the "Issuers") $600,000,000 aggregate principal amount of 7.875% USD-denominated Sustainability-Linked Senior Notes maturing in 2029 and (iv) Teva Finance III’s $500,000,000 aggregate principal amount of 8.125% USD-denominated Sustainability-Linked Senior Notes maturing in 2031.
The settlement of the Notes is expected to occur on or about March 9, 2023, subject to customary closing conditions.
The Notes will be unsecured senior obligations of the Issuers and will be unconditionally guaranteed on a senior unsecured basis by Teva. The offering and sale of the Notes were made pursuant to our effective automatic shelf registration statement on Form S-3, including our base prospectus, filed with the Securities and Exchange Commission (the "SEC") on October 27, 2021. The offering of these Notes was made only by means of a prospectus supplement and accompanying base prospectus, which have been filed with the SEC. Before you invest, you should
read the prospectus supplement and accompanying prospectus along with other documents that Teva has filed with the SEC for more complete information about Teva and this offering. These documents are available at no charge by visiting EDGAR on the SEC website at View Source Alternatively, a copy of the prospectus supplement and accompanying base prospectus related to this offering may be obtained, when available, by contacting Citigroup Global Markets Europe AG, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, United States (Tel: +1 (800) 831-9146, e-mail: [email protected]); Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, United States (Tel: +1 (800) 831-9146, e-mail: [email protected]); Goldman Sachs Bank Europe SE, Marienturm, Taunusanlage 9-10, 60329 Frankfurt am Main, Germany, Attention: High Yield Syndicate Desk (Tel: +49 69 7532 1000, Fax: +44 (0)207 774 2330); Mizuho Securities Europe GMBH, Taunustor 1, 60310 Frankfurt am Main, Germany, Attention: Primary Debt (Tel: +49 69 42729 3140, email: [email protected]); Mizuho Securities USA LLC, 1271 Avenue of the Americas, New York, NY 10020, United States, Attention: Debt Capital Markets (Fax: +1 (212) 205-7812); MUFG Securities (Europe) N.V., World Trade Center, Tower H, 11th Floor, Zuidplein 98, 1077 XV Amsterdam, The Netherlands, Attention: Legal-Primary Markets (email: [email protected]); MUFG Securities Americas Inc., 1221 Avenue of the Americas, New York, NY 10020-1001, United States, Attention: Capital Markets Group (Phone: +1 877 649 6848); or PNC Capital Markets LLC, 10th Floor, 300 Fifth Avenue, Pittsburgh, PA 15222, Unites States, Attention: Securities Settlement, toll-free 855-881-0697 or by email: [email protected].
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.