FIRST-EVER GENERIC COMPANY
SUSTAINABILITY-LINKED NOTES
Company will Increase Access to Medicines in
Middle and Low Income Countries
Enhanced Commitment to the
Environment
Teva Pharmaceutical Industries Ltd. (NYSE and TASE: TEVA)
(“Teva”) announced today its intention to issue $4,000,000,000 of
sustainability-linked senior notes. The notes offering reflects
Teva’s strong environmental, social and governance (ESG) commitment
to some of the greatest challenges of our time by setting novel
ambitious targets to increase access to medicines in low and
middle-income countries by 150%, and new ambitious climate action
targets, including a 25% reduction of Scope 1 and 2 greenhouse
emissions by 2025 in alignment with the Paris Climate
Agreement.
This sustainability-linked financing framework was validated by
two Second Party Opinions (SPO), which were provided by ISS ESG and
the Independent Access to Medicines Foundation.
Teva Pharmaceutical Finance Netherlands II B.V. (“Teva Finance
II”) intends to offer EUR-denominated Sustainability-Linked Senior
Notes (the “Euro Notes”) and Teva Pharmaceutical Finance
Netherlands III B.V. (“Teva Finance III” and, together with Teva
Finance II, the “Issuers”) intends to offer USD-denominated
Sustainability-Linked Senior Notes (the “USD Notes” and, together
with the Euro Notes, the “Notes”).
The offering is subject to, among other things, market
conditions. Teva expects to use the net proceeds from the
offerings, together with cash on hand, to (i) fund the announced
tender offer to purchase, for cash, its 1.250% Senior Notes due
2023, its 2.800% Senior Notes due 2023, its 3.250% Senior Notes due
2022, its 2.950% Senior Notes due 2022, its 1.125% Senior Notes due
2024 and its 6.000% Senior Notes due 2024 for a maximum combined
aggregate purchase price (exclusive of accrued and unpaid interest)
of up to $3,500,000,000, (ii) to pay fees and expenses in
connection therewith, (iii) to fund the repayment of outstanding
debt upon maturity or earlier redemption and (iv) to the extent of
any remaining proceeds, for general corporate purposes.
The Notes will be unsecured senior obligations of the Issuers
and will be unconditionally guaranteed on a senior basis by
Teva.
The offering and sale of the Notes will be made pursuant to our
effective automatic shelf registration statement on Form S-3,
including our base prospectus, filed with the Securities and
Exchange Commission (the “SEC”) on October 27, 2021. The offering
of these Notes will be made only by means of a prospectus
supplement and accompanying base prospectus, which have been filed
with the SEC. Before you invest, you should read the prospectus
supplement and accompanying prospectus along with other documents
that Teva has filed with the SEC for more complete information
about Teva and this offering. These documents are available at no
charge by visiting EDGAR on the SEC website at http://www.sec.gov.
Alternatively, a copy of the prospectus supplement and accompanying
base prospectus related to this offering may be obtained, when
available, by contacting Sanat Babu of the BofA Securities Group SA
team (email: sanat.babu@bofa.com).
This press release shall not constitute 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.
About Teva
Teva Pharmaceutical Industries Ltd. (NYSE and TASE: TEVA) has
been developing and producing medicines to improve people’s lives
for more than a century. We are a global leader in generic and
specialty medicines with a portfolio consisting of over 3,500
products in nearly every therapeutic area. Around 200 million
people around the world take a Teva medicine every day, and are
served by one of the largest and most complex supply chains in the
pharmaceutical industry. Along with our established presence in
generics, we have significant innovative research and operations
supporting our growing portfolio of specialty and biopharmaceutical
products.
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, 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: completion of the offering
of senior notes and tender offer for certain outstanding notes; our
substantial indebtedness, which may limit our ability to incur
additional indebtedness, engage in additional transactions or make
new investments, and may result in a further downgrade of our
credit ratings; our inability to raise debt or borrow funds in
amounts or on terms that are favorable to us; and other factors
discussed in our Annual Report on Form 10-K for the year ended
December 31, 2020, including the sections thereof captioned “Risk
Factors” and “Forward Looking Statements,” and in our subsequent
quarterly reports on Form 10-Q and other filings with the SEC,
which are available at www.sec.gov. 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. No
assurance can be given that the transactions described herein will
be consummated or as to the ultimate terms of any such
transactions.
It may be unlawful to distribute this press release in certain
jurisdictions. This press release is not for distribution in
Canada, Japan or Australia. The information in this press release
does not constitute an offer of securities for sale in Canada,
Japan or Australia.
The Notes are not intended to be offered, sold or otherwise made
available to and should not be offered, sold or otherwise made
available to any retail investor in the European Economic Area
(“EEA”). For these purposes, a retail investor means a
person who is one (or more) of: (i) a retail client as defined in
point (11) of Article 4(1) of Directive 2014/65/EU (as amended,
“MiFID II”); or (ii) a customer within the meaning of
Directive 2016/97/EU (as amended, the “Insurance Distribution
Directive”), where that customer would not qualify as a
professional client as defined in point (10) of Article 4(1) of
MiFID II; or (iii) not a qualified investor as defined in Article 2
of Regulation (EU) 2017/1129. Consequently no key information
document required by Regulation (EU) No 1286/2014 (as amended, the
“PRIIPs Regulation”) for offering or selling the Notes or
otherwise making them available to retail investors in the EEA has
been prepared and therefore offering or selling the Notes or
otherwise making them available to any retail investor in the EEA
may be unlawful under the PRIIPs Regulation.
Promotion of the Notes in the United Kingdom is restricted by
the Financial Services and Markets Act 2000 (the “FSMA”),
and accordingly, the Notes are not being promoted to the general
public in the United Kingdom. This announcement is for distribution
only to, and is only directed at, persons who (i) persons who are
outside the United Kingdom or (ii) investment professionals falling
within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the “Order”), (iii) high
net worth entities, and other persons to whom they may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order
or (iv) persons to whom an invitation or inducement to engage in
investment activity (within the meaning of section 21 of the FSMA)
in connection with the issue or sale of any notes may otherwise
lawfully be communicated or caused to be communicated (all such
persons together being referred to as “relevant persons”).
The Notes will only be available to, and any invitation, offer or
agreement to subscribe, purchase or otherwise acquire such Notes
will be engaged in only with, relevant persons. This announcement
is directed only at relevant persons and must not be acted on or
relied on by anyone who is not a relevant person.
The notes have not, may not and will not be offered, sold or
delivered in the Netherlands, other than to qualified investors (as
defined in Regulation (EU) 2017/1129).
The Notes have not, may not and will not be offered, sold or
delivered in Israel, other than to persons who qualify as one of
the types of investors listed in the First Addendum to the Israeli
Securities Law, subject to and in accordance with the requirements
set forth in the First Addendum to the Israeli Securities Law.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20211027005515/en/
IR Contacts:
Kevin C. Mannix United States (215) 591-8912
Yael Ashman Israel 972 (3) 914-8262
PR Contacts:
Kelley Dougherty United States (973) 832-2810
Yonatan Beker Israel (973) 264-7387
Teva Pharmaceutical Indu... (NYSE:TEVA)
Historical Stock Chart
From Mar 2024 to Apr 2024
Teva Pharmaceutical Indu... (NYSE:TEVA)
Historical Stock Chart
From Apr 2023 to Apr 2024
