Teva Pharmaceutical Industries Ltd. (NYSE and TASE: TEVA) announced today
that it is commencing concurrent offerings totaling approximately $6.75
billion, consisting of approximately $3.375 billion of its American
Depositary Shares ("ADSs"), each representing one Teva ordinary share, and
approximately $3.375 billion of its Mandatory Convertible Preferred Shares.
Final amounts of these securities will be determined based on market and
other conditions. Teva intends to use the net proceeds from these offerings
towards the cash portion of the purchase price for its previously announced
acquisition of Allergan plc's worldwide generic pharmaceuticals business
("Actavis Generics"), and to pay related fees and expenses, for the pending
acquisition of Rimsa or otherwise for general corporate purposes.
These offerings are separate public offerings made by means of separate
prospectus supplements and are not contingent on each other, or upon the
consummation of the Actavis Generics or Rimsa acquisitions. If for any
reason the acquisitions do not close, Teva expects to use the net proceeds
from these offerings for general corporate purposes. Teva intends to grant
the underwriters in each offering the option to purchase up to an additional
10% of the ADSs and up to an additional 10% of the Mandatory Convertible
Preferred Shares, in each case, solely to cover overallotments, if any.
Barclays, BofA Merrill Lynch, Citigroup, Morgan Stanley, BNP Paribas, Credit
Suisse, HSBC, Mizuho Securities, RBC Capital Markets and SMBC Nikko are
acting as the joint book-running managers for the offerings.
The ADSs and Mandatory Convertible Preferred Shares are being offered for
sale pursuant to a prospectus and related prospectus supplements that
constitute a part of Teva's shelf registration statement filed with the
Securities and Exchange Commission (the "SEC") on Form F-3 on November 30,
2015. Before making an investment, potential investors should read the
preliminary prospectus supplements 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 these offerings. 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 the applicable offering
will arrange to send you the prospectus and related prospectus supplement(s)
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; Citigroup Global Markets
Inc., c/o Broadridge Financial Solutions, Attn: Prospectus Department, 1155
Long Island Avenue, Edgewood, NY 11717 at 1 (800) 831-9146; Merrill Lynch,
Pierce Fenner & Smith Incorporated, Attn: Prospectus Department, 222
Broadway, New York, NY 10038, at dg.prospectus_requests@baml.com; or Morgan
Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick Street, 2nd
Floor, New York, NY 10014.
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 offerings may be made only by means of the applicable prospectus
supplement and accompanying base prospectus. In particular, the offer and
sale of the Mandatory Convertible Preferred Shares can only be conducted
outside of Israel.
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