Company takes first step in planned divestment
of non-core assets
Teva Pharmaceutical Industries Ltd., (NYSE and TASE: TEVA) today
announced it has entered into a definitive agreement under which
CooperSurgical will acquire PARAGARD® (intrauterine copper
contraceptive), a product within its global Women’s Health
business, in a $1.1 billion cash transaction. PARAGARD® had
revenues of approximately $168 million for the trailing twelve
month period ending June 30, 2017. This transaction includes Teva’s
manufacturing facility in Buffalo, NY, which produces PARAGARD®
exclusively.
Teva continues to actively pursue additional divestiture
opportunities, including the sale of the remaining assets of its
global Women's Health business, as well as its Oncology and Pain
businesses in Europe. Teva continues to expect to generate at least
$2 billion in total proceeds from the sale of these businesses, as
well as additional asset sales to be executed by year end 2017.
“CooperSurgical’s commitment to women's health, fertility and
diagnostics, will help to assure that patients in the U.S. continue
to benefit from access to PARAGARD®,” stated Dr. Yitzhak Peterburg,
Interim CEO. “This is an important step towards completing the
divestments we have promised our stakeholders. Teva will use the
proceeds from the sale to repay term loan debt under its Senior
Credit Facility.”
Peterburg continued, “Today’s announcement emphasizes our
commitment to divest non-core businesses to ensure that Teva is
even more focused and efficient in this rapidly changing and
highly-competitive environment.”
With the divestiture of PARAGARD®, and planned divestiture of
other global Women’s Health products and the Oncology and Pain
business in Europe, Teva is reinforcing its strategic focus on CNS
and Respiratory as its core global therapeutic areas of focus
within Global Specialty Medicines. In these areas Teva maintains a
strong pipeline and portfolio globally, and will continue to invest
in creating long term value.
Teva is committed to working closely with CooperSurgical to
ensure a smooth transition of PARAGARD®. Completion of the
transaction is subject to customary conditions, including antitrust
clearance in the U.S. The transaction is expected to close before
the end of 2017.
Until the transaction is completed, Teva will continue to
manufacture and sell PARAGARD® in the U.S. in the normal course,
providing full support to manage the business and meet the needs of
customers and patients.
Morgan Stanley and Ernst & Young acted as advisor to Teva
and Goodwin Procter as Teva’s legal counsel for this
transaction.
What is PARAGARD (intrauterine copper contraceptive)?
PARAGARD is a copper-releasing device that is placed in the
uterus to prevent pregnancy for up to 10 years.
IMPORTANT SAFETY INFORMATION
Do not use PARAGARD if you have a pelvic infection, get
infections easily or have certain cancers. Less than 1% of users
get a serious infection called pelvic inflammatory disease. If you
have persistent pelvic or stomach pain, or if PARAGARD comes out,
tell your healthcare professional. If it comes out, use back-up
birth control. Occasionally, PARAGARD may attach to or in rare
cases may go through the uterine wall and may also cause other
problems. In some cases, surgical removal may be necessary.
Although uncommon, pregnancy while using PARAGARD can be life
threatening and may result in loss of pregnancy or fertility.
Bleeding or spotting may increase at first but should decrease in 2
to 3 months. PARAGARD does not protect against HIV/AIDS or sexually
transmitted diseases (STDs).
Available by prescription only.
You are encouraged to report negative side effects of
prescription drugs to the FDA at www.fda.gov/medwatch or call
1-800-FDA-1088.
For important risk and use information about PARAGARD, please
see the full Prescribing Information.
About Teva
Teva Pharmaceutical Industries Ltd. (NYSE and TASE: TEVA) is a
leading global pharmaceutical company that delivers high-quality,
patient-centric healthcare solutions used by approximately 200
million patients in over 60 markets every day. Headquartered in
Israel, Teva is the world’s largest generic medicines producer,
leveraging its portfolio of more than 1,800 molecules to produce a
wide range of generic products in nearly every therapeutic area. In
specialty medicines, Teva has the world-leading innovative
treatment for multiple sclerosis as well as late-stage development
programs for other disorders of the central nervous system,
including movement disorders, migraine, pain and neurodegenerative
conditions, as well as a broad portfolio of respiratory products.
Teva is leveraging its generics and specialty capabilities in order
to seek new ways of addressing unmet patient needs by combining
drug development with devices, services and technologies. Teva's
net revenues in 2016 were $21.9 billion. For more information,
visit www.tevapharm.com.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995, regarding the Sale of PARAGARD® (intrauterine copper
contraceptive) which are based on management’s current beliefs and
expectations and are subject to substantial risks and
uncertainties, both known and unknown, that could cause our future
results, performance or achievements to differ significantly from
that expressed or implied by such forward-looking statements.
Important factors that could cause or contribute to such
differences include risks relating to:
- the potential that the expected
benefits and opportunities related to the disposition may not be
realized or may take longer to realize than expected;
- risks related to the satisfaction of
the conditions to closing the divestment (including the failure to
obtain necessary regulatory approvals in the anticipated timeframe
or at all), including the possibility that the disposition does not
close;
- litigation in respect of either company
or the disposition;
- our ability to complete additional
dispositions, including our ability to identify purchasers and
negotiate terms acceptable to us;
- our substantially increased
indebtedness and significantly decreased cash on hand, which may
limit our ability to incur additional indebtedness, engage in
additional transactions or make new investments, and may result in
a downgrade of our credit ratings;
- our business and operations in general,
including: uncertainties relating to our recent senior management
changes; our ability to develop and commercialize additional
pharmaceutical products; manufacturing or quality control problems,
which may damage our reputation for quality production and require
costly remediation; interruptions in our supply chain; disruptions
of our or third party information technology systems or breaches of
our data security; the failure to recruit or retain key personnel,
including those who joined us as part of the Actavis Generics
acquisition; the restructuring of our manufacturing network,
including potential related labor unrest; the impact of continuing
consolidation of our distributors and customers; variations in
patent laws that may adversely affect our ability to manufacture
our products; our ability to consummate dispositions on terms
acceptable to us; adverse effects of political or economic
instability, major hostilities or terrorism on our significant
worldwide operations; and our ability to successfully bid for
suitable acquisition targets or licensing opportunities, or to
consummate and integrate acquisitions;
- compliance, regulatory and litigation
matters, including: costs and delays resulting from the extensive
governmental regulation to which we are subject; the effects of
reforms in healthcare regulation and reductions in pharmaceutical
pricing, reimbursement and coverage; potential additional adverse
consequences following our resolution with the U.S. government of
our FCPA investigation; governmental investigations into sales and
marketing practices; potential liability for sales of generic
products prior to a final resolution of outstanding patent
litigation; product liability claims; increased government scrutiny
of our patent settlement agreements; failure to comply with
complex Medicare and Medicaid reporting and payment
obligations; and environmental risks;
and other factors discussed in our Annual Report on Form 20-F
for the year ended December 31, 2016 (“Annual Report”),
including in the section captioned “Risk Factors.” and in our other
filings with the U.S. Securities and Exchange Commission,
which are available at www.sec.gov and www.tevapharm.com.
Forward-looking statements speak only as of the date on which they
are made, and we assume no obligation to update or revise any
forward-looking statements or other information contained herein,
whether as a result of new information, future events or otherwise.
You are cautioned not to put undue reliance on these
forward-looking statements.
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version on businesswire.com: http://www.businesswire.com/news/home/20170911006223/en/
Teva Pharmaceutical Industries Ltd.IR Contacts:Kevin C.
Mannix, United States, 215-591-8912Ran Meir, United
States, 215-591-3033Tomer Amitai, Israel, 972 (3)
926-7656orPR Contacts:Iris Beck Codner, Israel, 972 (3)
926-7208Denise Bradley, United States,
215-591-8974Michelle Larkin, United States, 610-786-7335
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