PITTSBURGH, Sept. 10,
2024 /PRNewswire/ -- Viatris Inc. (NASDAQ: VTRS,
"Viatris" or the "Company") announced today that the previously
announced cash tender offers (the "Any and All Tender Offers" and
each, an "Any and All Tender Offer") of Viatris and its subsidiary
Mylan Inc. ("Mylan" and, together with Viatris, the "Offerors" and
each, an "Offeror") for any and all of the outstanding 1.650%
Senior Notes due 2025 issued by Viatris (the "Viatris Notes")
(CUSIP No. 92556VAB2/ISIN US92556VAB27) and any and all of the
outstanding 2.125% Senior Notes due 2025 issued by Mylan (the
"Mylan Notes" and, together with the Viatris Notes, the "Any and
All Notes") (ISIN XS1801129286/Common Code No. 180112928) expired
at 5:00 p.m., New York City time, on September 10, 2024. According to information
provided by Global Bondholder Services Corporation, the tender and
information agent for the Any and All Tender Offers, $431,981,000 aggregate principal amount of the
Viatris Notes and €208,100,000 aggregate principal amount of the
Mylan Notes were validly tendered and not validly withdrawn prior
to or at the expiration of the Any and All Tender Offers. This
amount excludes $164,000 aggregate
principal amount of the Viatris Notes and none of the Mylan Notes,
respectively, tendered pursuant to the guaranteed delivery
procedures described in the Offer to Purchase, dated September 4, 2024 (the "Offer to Purchase"), and
the related notice of guaranteed delivery provided in connection
with the Any and All Tender Offers, which remain subject to the
holders' performance of the delivery requirements under such
procedures. The obligations of the applicable Offeror to accept any
of the applicable Any and All Notes tendered and to pay the
consideration for such Any and All Notes are subject to
satisfaction or waiver of certain conditions and other terms set
forth in the Offer to Purchase. If the conditions are satisfied or
waived, the Offerors expect to pay for such Any and All Notes on
September 16, 2024 (the "Any and All
Settlement Date").
Holders of Any and All Notes that validly tendered and did not
validly withdraw their Any and All Notes prior to the expiration of
the applicable Any and All Tender Offer are expected to receive
total consideration of $977.66 for
each $1,000 principal amount of
Viatris Notes tendered and accepted for payment or €994.12 for each
€1,000 principal amount of Mylan Notes tendered and accepted for
payment, in each case plus accrued and unpaid interest up to but
not including the Any and All Settlement Date. The Company and
Mylan, respectively and as applicable, currently intend to (but are
not obligated to) cause the applicable indenture corresponding to
any remaining Viatris Notes to be satisfied and discharged in
accordance with the terms thereof and solely with respect to the
Viatris Notes and redeem any remaining Mylan Notes in accordance
with the terms of the applicable indenture corresponding to the
Mylan Notes.
The Offerors intend to fund the purchase of the applicable Any
and All Notes with cash on hand.
The Offerors have retained Barclays Capital Inc., Citigroup
Global Markets Inc. and J.P. Morgan Securities LLC as lead dealer
managers for the Any and All Tender Offer of the Viatris Notes and
Barclays Bank PLC, Citigroup Global Markets Inc. and J.P. Morgan
Securities plc as lead dealer managers for the Any and All Tender
Offer of the Mylan Notes (collectively, the "Dealer Managers").
The Offerors have retained Global Bondholder Services
Corporation as the tender and information agent for the Any and All
Tender Offers. For additional information regarding the terms
of the Any and All Tender Offer of the Viatris Notes, please
contact: Barclays Capital Inc. at (800) 438-3242 (toll-free) or
(212) 528-7581 (collect); Citigroup Global Markets Inc. at (800)
558-3745 (toll-free) or (212) 723-6106 (collect) or J.P. Morgan
Securities LLC at (866) 834-4666 (toll-free) or (212) 834-3554
(collect). For additional information regarding the terms of the
Any and All Tender Offer of the Mylan Notes, please contact:
Barclays Bank PLC at + 44 20 3134 8515; Citigroup Global Markets
Inc. at (800) 558-3745 (toll-free) or (212) 723-6106 (collect) or
J.P. Morgan Securities plc at +44 20 7134 2468 (collect).
Requests for documents and questions regarding the tendering
of securities may be directed to Global Bondholder Services
Corporation by telephone at (212) 430-3774 (for banks and brokers
only) or (855) 654-2015 (for all others, toll-free), by email at
contact@gbsc-usa.com or to the Dealer Managers at their respective
telephone numbers. Copies of the Offer to Purchase and other
documents relating to the Any and All Tender Offers (including the
Notice of Guaranteed Delivery) may also be obtained at
www.gbsc-usa.com/viatris/.
This announcement is for information purposes only and does not
constitute an offer to sell, a solicitation to buy or an offer to
purchase or sell any securities. The Any and All Tender Offers are
being made only pursuant to the Offer to Purchase and only in such
jurisdictions as is permitted under applicable law.
Forward-Looking Statements
This release contains "forward-looking statements". These
statements are made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Such
forward-looking statements may include, without limitation, those
relating to settlement dates, total consideration and the
satisfaction or waiver of certain conditions to the Any and all
Tender Offers. 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 possibility that
the Company may not realize the intended benefits of, or achieve
the intended goals or outlooks with respect to, its strategic
initiatives (including divestitures, acquisitions, or other
potential transactions) or move up the value chain by focusing on
more complex and innovative products to build a more durable higher
margin portfolio; the possibility that the Company may be unable to
achieve intended or expected benefits, goals, outlooks, synergies,
growth opportunities and operating efficiencies in connection with
divestitures, acquisitions, other transactions, or restructuring
programs, within the expected timeframes or at all; with respect to
divestitures, failure to realize the total transaction values or
proceeds, including as a result of any purchase price adjustment or
a failure to achieve any conditions to the payment of any
contingent consideration; goodwill or impairment charges or other
losses, including but not limited to related to the divestiture or
sale of businesses or assets; the Company's failure to achieve
expected or targeted future financial and operating performance and
results; the potential impact of public health outbreaks, epidemics
and pandemics; actions and decisions of healthcare and
pharmaceutical regulators; changes in relevant laws, regulations
and policies and/or the application or implementation thereof,
including but not limited to tax, healthcare and pharmaceutical
laws, regulations and policies globally (including the impact of
recent and potential tax reform in the U.S. and pharmaceutical
product pricing policies in China); the ability to attract, motivate and
retain key personnel; the Company's liquidity, capital resources
and ability to obtain financing; any regulatory, legal or other
impediments to the Company's ability to bring new products to
market, including but not limited to "at-risk launches"; success of
clinical trials and the Company's or its partners' ability to
execute on new product opportunities and develop, manufacture and
commercialize products; any changes in or difficulties with the
Company's manufacturing facilities, including with respect to
inspections, 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 inquiries or investigations, and the impact of any such
proceedings on the Company; any significant breach of data security
or data privacy or disruptions to our IT systems; risks associated
with having significant operations globally; the ability to protect
intellectual property and preserve intellectual property rights;
changes in third-party relationships; the effect of any changes in
the Company's or its partners' customer and supplier relationships
and customer purchasing patterns, including customer loss and
business disruption being greater than expected following an
acquisition or divestiture; the impacts of competition, including
decreases in sales or revenues as a result of the loss of market
exclusivity for certain products; changes in the economic and
financial conditions of the Company or its partners; uncertainties
regarding future demand, pricing and reimbursement for the
Company's products; uncertainties and matters beyond the control of
management, including but not limited to general political and
economic conditions, inflation rates and global exchange rates; and
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 U.S. GAAP and
related standards or on an adjusted basis. For more detailed
information on the risks and uncertainties associated with Viatris,
see the risks described in Part I, Item 1A of the Company's Annual
Report on Form 10-K for the year ended December 31, 2023, as amended, and our other
filings with the SEC. You can access Viatris' filings with the SEC
through the SEC website at www.sec.gov or through our website, and
Viatris strongly encourages you to do so.
About Viatris
Viatris Inc. (NASDAQ: VTRS) is a global healthcare company
uniquely positioned to bridge the traditional divide between
generics and brands, combining the best of both to more
holistically address healthcare needs globally. With a mission to
empower people worldwide to live healthier at every stage of life,
we provide access at scale, currently supplying high-quality
medicines to approximately 1 billion patients around the world
annually and touching all of life's moments, from birth to the end
of life, acute conditions to chronic diseases. With our
exceptionally extensive and diverse portfolio of medicines, a
one-of-a-kind global supply chain designed to reach more people
when and where they need them, and the scientific expertise to
address some of the world's most enduring health challenges, access
takes on deep meaning at Viatris. We are headquartered in the U.S.,
with global centers in Pittsburgh,
Shanghai and Hyderabad, India.
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SOURCE Viatris Inc.