Teva gives early tender results for six series, lifts cap to $4 billion

By Rebecca Melvin

Concord, N.H., Nov. 10 – Israel’s Teva Pharmaceutical Industries Ltd. announced early tender results of its Oct. 27 cash tender offer and increased the total maximum amount of the offers to $4 billion from $3.5 billion, according to a company release on Wednesday.

The Pool 1 tender cap was raised to $2,996,000,000 equivalent principal amount from $2.5 billion equivalent principal amount. Pool 1 includes the first four series of notes. The Pool 2 tender cap was raised to $1,013,000,000 equivalent principal amount from $900 million equivalent principal amount and includes the last two series. Both pools are listed in order of priority.

As of the early tender time at 5 p.m. ET on Tuesday:

• €707.91 million principal amount of 1¼% senior notes due 2023 (ISIN: XS1211040917), issued by Teva Pharmaceutical Finance Netherlands II BV, had been tendered and accepted for a total consideration including a €30.00 early tender premium of €998.75 per €1,000 principal amount of notes;

• $1,546,106,000 principal amount of 2.8% senior notes due 2023 (Cusip: 88167AAD3) issued by Teva Pharmaceutical Finance Netherlands III BV had been tendered and accepted for a total consideration of $1,010.00 per $1,000 principal amount of notes, including the early premium;

• €428,176,000 principal amount of its 3¼% senior notes due 2022 (ISIN: XS1812903828 (registered), XS1789747265 (Rule 144A), XS1789745137 (Regulation S)), issued by Teva II for a total consideration of €1,005.68 including the early premium;

• $131,715,000 accepted of $302,539,000 tendered of 2.95% senior notes due 2022 (Cusip: 88165FAG7) issued by Teva Pharmaceutical Finance Co. BV reflecting a proration factor of about 43.7% for a total consideration of $1,016.25 per $1,000 principal amount of notes;

• €873,081,000 tendered and accepted of its 1 1/8% senior notes due 2024 (ISIN: XS1439749281) issued by Teva II for a total consideration of €972.50; and

• $0 accepted of $797,578,000 tendered of its outstanding of 6% senior notes due 2024 (Cusip: 88167AAL5) issued by Teva III for a total consideration of $1,063.75.

The withdrawal deadline has passed and has not been extended, and notes tendered pursuant to the offers may no longer be withdrawn. The offer expires at 11:59 p.m. ET on Nov. 24.

The proceeds of Teva’s issuance of sustainability-linked notes, which closed on Tuesday, are sufficient to fund the tender offer, and proceeds not used for the tenderwill be used to repay Teva’s 3.65% senior notes due 2021.

BNP Paribas (212 841-3059, +33 1 557 77894), Merrill Lynch International (+44 20 7996 5420), HSBC Bank plc (+44 20 7992 6237 or collect at 212 525-5552) and J.P. Morgan Securities plc (+44 20 7134 2468, em_europe_lm@jpmorgan.com) are the joint dealer managers of the tender offer. and D.F. King (212 269-5550, +44 20 7920 9700, https://sites.dfkingltd.com/teva) is the information and tender agent.

The pharmaceutical company is based in Tel Aviv.

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