By Rebecca Melvin
New York, Dec. 3 – Teva Pharmaceutical Industries Ltd. priced $3,375,000,000 of mandatory convertible preferred stock, or 3,375,000 shares at $1,000 a piece, after the market close on Wednesday with a 7% dividend and a 20% initial conversion premium, according to a pricing term sheet.
The registered, off-the-shelf deal priced at the midpoint of price talk for a 6.75% to 7.25% dividend and a 17.5% to 22.5% premium. The mandatories’ threshold appreciation price is $75.00.
Teva also priced $3,375,000 of American Depositary Shares, or 54 million shares at $62.50 per share. Both deals have a $337.5 million, or 10%, greenshoe.
Pricing of the offerings had been accelerated to Wednesday from Thursday.
Teva does not intend to list the mandatories.
Proceeds from the offerings will go toward the purchase of its previously announced acquisition of the Allergan plc generic pharmaceuticals business, for the pending acquisition of Rimsa and for general corporate purposes.
Joint bookrunners of the offerings are Barclays, BofA Merrill Lynch, Citigroup Global Markets Inc., Morgan Stanley & Co. LLC, BNP Paribas, Credit Suisse, HSBC, Mizuho Securities, RBC Capital Markets and SMBC Nikko.
Teva is a global pharmaceutical company based in Petach Tikva, Israel.
| Issuer: | Teva Pharmaceutical Industries Ltd.
|
| Securities: | Mandatory convertible preferred stock
|
| Amount: | $3,375,000,000
|
| Greenshoe: | $337.5 million
|
| Maturity: | Dec. 15, 2018
|
| Concurrent offering: | $3.375 billion of American Depositary Shares
|
| Bookrunners: | Barclays, BofA Merrill Lynch, Citigroup Global Markets Inc., Morgan Stanley & Co. LLC, BNP Paribas, Credit Suisse, HSBC, Mizuho Securities, RBC Capital Markets, SMBC Nikko
|
| Dividend: | 7%
|
| Price: | Par of $1,000.00
|
| Yield: | 7%
|
| Initial conversion premium: | 20%
|
| Threshold appreciation price: | $75.00
|
| Maximum conversion rate: | 16.0000 shares
|
| Minimum conversion rate: | 13.3333 shares
|
| Price talk: | 6.75%-7.25%, up 17.5%-22.5%
|
| Pricing date: | Dec. 2
|
| Settlement date: | Dec. 8
|
| Distribution: | Registered, off the shelf
|
| Stock symbol: | NYSE: ADS: TEVA
|
| Stock price: | $63.12 per ADS at close Dec. 2
|
| Stock reference price: | $62.50 per ADS
|
| Market capitalization: | $54.62 billion
|
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