HERTFORDSHIRE, England,
PITTSBURGH and NEW YORK, Nov. 12,
2019 /PRNewswire/ -- Mylan N.V. (NASDAQ: MYL) and Pfizer
Inc. (NYSE: PFE) today announced that the name of the new company
to be formed by the planned combination of Mylan and Upjohn, a
division of Pfizer, will be Viatris (pronounced 'viǝ-trīs).
Deriving its name from Latin, Viatris embodies the new company's
goal of providing a path—"VIA"—to three—"TRIS"—core goals:
expanding access to medicines, leading by innovating to meet
patient needs, and being a trusted partner for the healthcare
community worldwide.
"We wanted a name that would differentiate our new company and
clearly explain how we will be a champion for global health," said
Robert J. Coury, who will serve as
Executive Chairman of the new company, as previously announced. "We
are creating a company unlike any other – a company focused on
building a more hopeful and sustainable healthcare journey,
empowering patients to live healthier at every stage of life."
"The name Viatris communicates the strength of our companies'
combined heritage and our shared goal to provide the
highest-quality medicines to the most patients possible," said
Michael Goettler, Group President,
Upjohn, who will serve as Chief Executive Officer of Viatris, as
previously announced. "We have an opportunity to deliver better
health, better care and better value for patients and partners
around the world."
Formed through a combination of two highly complementary
businesses, Viatris will unite Upjohn's strong leadership position
in China and emerging markets with
Mylan's significant presence in the U.S. and Europe, allowing the new company to have a
meaningfully expanded geographic reach for Viatris' broad product
portfolio and future pipeline.
It is expected that in the coming months, shareholders of Mylan
will vote on the proposed combination of Mylan and Upjohn. More
information regarding Viatris, including the company's full
executive management team, board of directors, stock symbol, and
logo will be available at a later date.
Customers and patients will continue to be served by the Mylan
and Upjohn brands for the near future. The new name will be
effective upon closing of the combination, which is expected to
occur in mid-2020. The two companies will continue to operate as
independent, separate organizations until close.
For more information visit championforglobalhealth.com.
About Mylan
Mylan is a global pharmaceutical company
committed to setting new standards in healthcare. Working together
around the world to provide 7 billion people access to high quality
medicine, we innovate to satisfy unmet needs; make reliability and
service excellence a habit; do what's right, not what's easy; and
impact the future through passionate global leadership. We offer a
growing portfolio of more than 7,500 marketed products around the
world, including antiretroviral therapies on which approximately
40% of people being treated for HIV/AIDS globally depend. We market
our products in more than 165 countries and territories. We are one
of the world's largest producers of active pharmaceutical
ingredients. Every member of our approximately 35,000-strong
workforce is dedicated to creating better health for a better
world, one person at a time. Learn more at Mylan.com. We
routinely post information that may be important to investors on
our website at investor.mylan.com.
About Upjohn
With over 130 years of experience in
improving patient lives, Pfizer Upjohn seeks to leverage our
portfolio, global experience and expertise to become the trusted
partner of choice for all stakeholders committed to improving
patient health. We focus on relieving the burden of
non-communicable diseases with trusted, quality medicines for every
patient, everywhere, with the goal of treating 225 million new
patients by 2025. Upjohn brings together 20 of the industry's most
trusted brands — products such as Lipitor®,
Norvasc®, Lyrica® and Viagra® —
with world-class medical, manufacturing and commercial expertise in
more than 120 countries. Upjohn's network of approximately 11,500
colleagues works together to be fast, focused and flexible to
ensure that patients around the world access the healthcare they
need.
About Pfizer: Breakthroughs That Change Patients'
Lives
At Pfizer, we apply science and our global resources
to bring therapies to people that extend and significantly improve
their lives. We strive to set the standard for quality, safety and
value in the discovery, development and manufacture of health care
products. Our global portfolio includes medicines and vaccines as
well as many of the world's best-known consumer health care
products. Every day, Pfizer colleagues work across developed and
emerging markets to advance wellness, prevention, treatments and
cures that challenge the most feared diseases of our time.
Consistent with our responsibility as one of the world's premier
innovative biopharmaceutical companies, we collaborate with health
care providers, governments and local communities to support and
expand access to reliable, affordable health care around the world.
For more than 150 years, we have worked to make a difference for
all who rely on us. We routinely post information that may be
important to investors on our website at www.Pfizer.com. In
addition, to learn more, please visit us on www.Pfizer.com and
follow us on Twitter at @Pfizer and @Pfizer News, LinkedIn, YouTube
and like us on Facebook at Facebook.com/Pfizer.
Forward-Looking Statements
This communication contains
"forward-looking statements". Such forward-looking statements may
include, without limitation, statements about the proposed
combination of Upjohn Inc. ("Newco") and Mylan N.V. ("Mylan"),
which will immediately follow the proposed separation of the Upjohn
business (the "Upjohn Business") from Pfizer Inc. ("Pfizer") (the
"proposed transaction"), the expected timetable for completing the
proposed transaction, the benefits and synergies of the proposed
transaction, future opportunities for the combined company and
products and any other statements regarding Pfizer's, Mylan's, the
Upjohn Business's or the combined company's future operations,
financial or operating results, capital allocation, dividend
policy, debt ratio, anticipated business levels, future earnings,
planned activities, anticipated growth, market opportunities,
strategies, competitions, and other expectations and targets for
future periods. Forward-looking statements may often be identified
by the use of words such as "will", "may", "could", "should",
"would", "project", "believe", "anticipate", "expect", "plan",
"estimate", "forecast", "potential", "pipeline", "intend",
"continue", "target", "seek" and variations of these words or
comparable words. Because forward-looking statements inherently
involve risks and uncertainties, actual future results may differ
materially from those expressed or implied by such forward-looking
statements. Factors that could cause or contribute to such
differences include, but are not limited to: the parties' ability
to meet expectations regarding the timing, completion and
accounting and tax treatments of the proposed transaction; changes
in relevant tax and other laws; the parties' ability to consummate
the proposed transaction; the conditions to the completion of the
proposed transaction, including receipt of approval of Mylan's
shareholders, not being satisfied or waived on the anticipated
timeframe or at all; the regulatory approvals required for the
proposed transaction not being obtained on the terms expected or on
the anticipated schedule or at all; inherent uncertainties involved
in the estimates and judgments used in the preparation of financial
statements and the providing of estimates of financial measures, in
accordance with accounting principles generally accepted in
the United States of America and
related standards or on an adjusted basis; the integration of Mylan
and Newco being more difficult, time consuming or costly than
expected; Mylan's, the Upjohn Business's and the combined company's
failure to achieve expected or targeted future financial and
operating performance and results; the possibility that the
combined company may be unable to achieve expected benefits,
synergies and operating efficiencies in connection with the
proposed transaction within the expected time frames or at all or
to successfully integrate Mylan and Newco; customer loss and
business disruption being greater than expected following the
proposed transaction; the retention of key employees being more
difficult following the proposed transaction; any regulatory, legal
or other impediments to Mylan's, the Upjohn Business's or the
combined company's ability to bring new products to market,
including but not limited to where Mylan, the Upjohn Business or
the combined company uses its business judgment and decides to
manufacture, market and/or sell products, directly or through third
parties, notwithstanding the fact that allegations of patent
infringement(s) have not been finally resolved by the courts (i.e.,
an "at-risk launch"); success of clinical trials and Mylan's, the
Upjohn Business's or the combined company's ability to execute on
new product opportunities; any changes in or difficulties with
Mylan's, the Upjohn Business's or the combined company's
manufacturing facilities, including with respect to remediation and
restructuring activities, supply chain or inventory or the ability
to meet anticipated demand; the scope, timing and outcome of any
ongoing legal proceedings, including government investigations, and
the impact of any such proceedings on Mylan's, the Upjohn
Business's or the combined company's consolidated financial
condition, results of operations and/or cash flows; Mylan's, the
Upjohn Business's and the combined company's ability to protect
their respective intellectual property and preserve their
respective intellectual property rights; the effect of any changes
in customer and supplier relationships and customer purchasing
patterns; the ability to attract and retain key personnel; changes
in third-party relationships; actions and decisions of healthcare
and pharmaceutical regulators; the impacts of competition; changes
in the economic and financial conditions of the Upjohn Business or
the business of Mylan or the combined company; uncertainties
regarding future demand, pricing and reimbursement for our, the
Upjohn Business's or the combined company's products; and
uncertainties and matters beyond the control of management and
other factors described under "Risk Factors" in each of Pfizer's
and Mylan's Annual Reports on Form 10-K, Quarterly Reports on Form
10-Q and other filings with the Securities and Exchange Commission
("SEC"). These risks, as well as other risks associated with Mylan,
the Upjohn Business, the combined company and the proposed
transaction are also more fully discussed in the Registration
Statement on Form S-4 which includes a proxy statement/prospectus
(the "Form S-4"), and Form 10 which includes an information
statement (the "Form 10"), each of which has been filed by Newco
with the SEC on October 25, 2019 and
has not yet been declared effective. You can access Pfizer's,
Mylan's and Newco's filings with the SEC through the SEC website at
www.sec.gov or through Pfizer's or Mylan's website, as applicable,
and Pfizer and Mylan strongly encourage you to do so. Except as
required by applicable law, Pfizer, Mylan and Newco undertake no
obligation to update any statements herein for revisions or changes
after the communications on this website are made.
Additional Information and Where to Find It
This
communication shall not constitute an offer to sell or the
solicitation of 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. No offer of securities
shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended. In connection with the proposed transaction, Newco and
Mylan have filed certain materials with the SEC, including, among
other materials, the Form S-4 and Form 10 filed by Newco. The
registration statements have not yet become effective. After
the Form S-4 is effective, a definitive proxy statement/prospectus
will be sent to the Mylan shareholders seeking approval of the
proposed transaction, and after the Form 10 is effective, a
definitive information statement will be made available to the
Pfizer stockholders relating to the proposed transaction.
Newco and Mylan intend to file additional relevant materials with
the SEC in connection with the proposed transaction, including a
proxy statement of Mylan in definitive form. INVESTORS AND
SECURITY HOLDERS ARE URGED TO READ DOCUMENTS FILED WITH THE SEC
CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT MYLAN, NEWCO AND THE PROPOSED TRANSACTION. The
documents relating to the proposed transaction (when they are
available) can be obtained free of charge from the SEC's website at
www.sec.gov. These documents (when they are available) can also be
obtained free of charge from Mylan, upon written request to Mylan,
at (724) 514-1813 or investor.relations@mylan.com or from Pfizer on
Pfizer's internet website at
https://investors.Pfizer.com/financials/sec-filings/default.aspx or
by contacting Pfizer's Investor Relations Department at (212)
733-2323, as applicable.
Participants in the Solicitation
This communication is
not a solicitation of a proxy from any investor or security holder.
However, Pfizer, Mylan, Newco and certain of their respective
directors and executive officers may be deemed to be participants
in the solicitation of proxies in connection with the proposed
transaction under the rules of the SEC. Information about the
directors and executive officers of Pfizer may be found in its
Annual Report on Form 10-K filed with the SEC on February 28, 2019 and its definitive proxy
statement and additional proxy statement relating to its 2019
Annual Meeting filed with the SEC on March
14, 2019 and on April 2, 2019,
respectively, and Current Report on Form 8-K filed with the SEC on
June 27, 2019. Information about the
directors and executive officers of Mylan may be found in its
amended Annual Report on Form 10-K filed with the SEC on
April 30, 2019, and its definitive
proxy statement relating to its 2019 Annual Meeting filed with the
SEC on May 24, 2019. Additional
information regarding the interests of these participants can also
be found in the Form S-4 and will also be included in the
definitive proxy statement of Mylan in connection with the proposed
transaction when it becomes available. These documents (when
they are available) can be obtained free of charge from the sources
indicated above.
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SOURCE Mylan N.V.