11/02/2021 Teva Pharmaceutical Industries Ltd (TEVA) approx $5bn (up from $4bn) equivalent (US$/EUR) SEC registered sustainability-linked sr notes 4-part. Ba2/BB-/BB- (negative/stable/negative) (pari passu with the existing sr unsec notes). Via BNP/BofA/HSBC (B&D EUR tranches)/JPM (B&D US$ tranches) jt active books, Citi/GS/Mizuho/MUFG jt passive books, IMI, PNC as co-managers. Off the shelf. Settles 11/09 (T+5).
- Teva Pharmaceutical Finance Netherhlands II BV EUR-denominated notes.
- EUR1.1bn due 05/09/27 (5.5y). NCL (MWC B+50bp) (3mo par call). List Dublin. ISIN: XS2406607098. IPT: low 4%s. Px talk: 4% area. Final size/guidance: EUR1.1bn 3.75%-3.875%. Launched: EUR1.1bn at 3.75%. Priced: 3.75% at 100. +421.7bp vs DBR 0.25% 02/15/27.
- EUR1.5bn due 05/09/30 (8.5y). NCL (MWC B+50bp) (3mo par call). List Dublin. ISIN: XS2240660717. IPT: high 4%s. Px talk: 4.625% area. Final size/guidance: EUR1.5bn 4.375%-4.50%. Launched: EUR1.5bn at 4.375%. Priced: 4.375% at 100. +465.3bp vs DBR 0.00% 02/15/30.
- Teva Pharmaceutical Finance Netherhlands III BV USD-denominated notes.
- US$1bn due 05/09/27 (5.5y). NCL (MWC T+50bp) (3mo par call). CUSIP: 88167AAP6. IPT: very high 4%s. Px talk 5% area. Final size/guidance: US$1bn 4.75%-4.875%. Launched: US$1bn at 4.75%. Priced: 4.75% at 100. +353bp vs 2.375% 05/15/27.
- US$1bn due 05/09/29 (7.5y). NCL (MWC T+50bp) (3mo par call). CUSIP: 88167AAQ4. IPT: +37.5bp vs 5.5y tranche. Px talk: 5.375% area. Final size/guidance: US$1bn 5.125%-5.25%. Launched: US$1bn at 5.125%. Priced: 5.125% at 100. +370bp vs 2.375% 05/15/29.
KPIs: 1.a Number of regulatory submissions across six key therapeutic areas (TAs); 1.b Product volume through four access to medicine programs, including donations and social business across six key TAs; 2.a Absolute GHG emissions reduction (Scope 1 and 2) (in tCO2e).
SPTs: 1.a Increase the cumulative number of new regulatory submissions in LMICs on the WHO’s EML across six key TAs by 150% by 2025 (vs 2017-2020); 1.b Increase access to medicine program product volume by 150% by 2025 (vs 2020) through four access to medicine programs, including donations and social business in LMIC on the WHO’s EML across six key Tas; 2.a 25% reduction in absolute Scope 1 and 2 GHG emissions by 2025 (vs 2019).
Sustainability-linked mechanism: EUR 5.5 year: 15bp premium payment at maturity (or when called after 05/09/26) per SPT missed (max 45bp); EUR 8.5 year: 12.5bp coupon step-up per SPT missed and per annum from 05/09/26 until maturity (max 37.5bp per annum); USD 5.5 year: 15bp premium payment at maturity (or when called after 05/09/26) per SPT missed (max 45bp); USD 7.5 year: 12.5bp coupon step-up per SPT missed and per annum from 05/09/26 until maturity (max 37.5bp per annum).
BofA will coordinate US roadshow meetings logistics; HSBC will coordinate European roadshow meetings logistics. Global investor call 10/28 (Thurs) at 11.30AM NYT / 16.30 UKT / 17.30 CET. Roadshow schedule:Thurs 28th Oct: New York (Virtual / Physical), Europe (Virtual); Fri 29th Nov: New York (Virtual / Physical), Europe (Virtual); Mon 1st Nov: US (Virtual), London (Virtual / Physical). USD and EUR books went subject today (Tues) at 2pm UKT / 10am NYT. Reconfirms were due by 3:30pm UKT / 11:30am NYT today. Pricing today. Total books approx US$14bn equivalent (pre-rec), skew to EUR. UOP: along with cash on hand, to fund the $3.5bn maximum purchase price waterfall tender offer for its EUR1.3bn 1.25% sr notes due 2023 (priority 1, EUR98.75 total consideration, including EUR30 early tender premium), $3bn 2.80% sr notes due 2023 (priority 2, $1,010 total consideration including $30 ETP), EUR700m 3.25% sr notes due 2022 (priority 3, EUR1,005.68 total consideration, including EUR30 ETP), $844.373m 2.950% sr notes due 2022 (priority 4, $1,016.25 total consideration, includes $30 ETP), EUR1.5bn 1.125% sr notes due 2024 (priority 5, EUR972.50 total consideration, includes EUR30 ETP) and $1.25bn 6.00% sr notes due 2024 (priority 6, $1,063.75 total consideration, includes $30 ETP), BNP/BofA/HSBC/JPM dealer managers; repay other debt and for GCP ($1bn upsize to repay existing notes and GCP). Biz: develops, manufactures and markets generic and branded pharmaceuticals. HQ: Petach Tikva, Israel.