2 Nov, 2021

Teva places $5B-equivalent of cross-border sustainability-linked bonds; terms

Teva Pharmaceutical Industries Ltd. has completed its roughly $5 billion-equivalent offering of unsecured sustainability-linked bonds, which were priced as follows:

* €1.1 billion of 5.5-year notes due May 9, 2027, at par to yield 3.75%.
* €1.5 billion of 8.5-year notes due May 9, 2030, at par to yield 4.375%.
* $1 billion of 5.5-year notes due May 9, 2027, at par to yield 4.75%.
* $1 billion of 7.5-year notes due May 9, 2029, at par to yield 5.125%.

The deal was initially guided in a roughly $4 billion area, with guidance in the 4% area and 4.625% area on euro 5.5-year and 8.5-year notes, respectively, and in the 5% area and 5.375% area on dollar 5.5-year and 7.5-year tenors. Final guidance was 3.75%-3.875%, 4.375%-4.50%, 4.75%-4.875% and 5.125%-5.250% on each tranche, respectively.

BNP Paribas, BofA Securities, HSBC and J.P. Morgan were bookrunners. Ratings are BB-/Ba2.

Proceeds will be used to refinance debt and to fund a $3.5 billion tender offer for debt maturing from 2022-2024. Initial price thoughts were low 4% range and high 4% range on the 5.5-year and 8.5-year euro notes, respectively. IPTs on the dollars were given in a very high 4% range on the 5.5-year, with an additional 37.5 basis points on 7.5-year dollar bonds.

The bonds feature two sustainability key performance indicators, the first linked to medicines and the second to greenhouse gas reductions. Under the first key performance indicator, the company will make regulatory submissions across six key therapeutic areas and increase access to medicine programs.

On the 5.5-year notes, a 12.5-basis-point coupon step-up will apply at maturity per sustainability performance target not met, which is capped at 45 bps. On the longer euro and dollar notes, a 12.5-bps coupon step-up per sustainability performance target missed and per annum will apply from November 2026 until maturity, set at a maximum of 37.5 bps.

Terms:

Issuer Teva Pharmaceutical Finance Netherlands II BV
Ratings BB-/Ba2
Amount €1.1 billion
Issue Unsecured sustainability-linked notes (SEC-registered)
Coupon 3.75%
Price 100
Yield 3.75%
Spread B+421
Maturity May 9, 2027
Call Non-call life (par call three months prior to maturity)
Trade (date) Nov 2, 2021
Settle Nov. 9, 2021 (T+5)
Active bookrunners BNP, BofA, HSBC (B&D), JPM
Passive bookrunners Citi, GS, MIZ, MUFG
Co-managers IMI-Intesa Sanpaolo, PNC
Price talk 3.75%-3.875%, 4% area, IPTs low 4%
Notes Change of control put at 101%

Issuer Teva Pharmaceutical Finance Netherlands II BV
Ratings BB-/Ba2
Amount €1.5 billion
Issue Unsecured sustainability-linked notes (SEC-registered)
Coupon 4.375%
Price 100
Yield 4.375%
Spread B+465
Maturity May 9, 2030
Call Non-call life (par call three months prior to maturity)
Trade (date) Nov 2, 2021
Settle Nov. 9, 2021 (T+5)
Active bookrunners BNP, BofA, HSBC (B&D), JPM
Passive bookrunners Citi, GS, MIZ, MUFG
Co-managers IMI-Intesa Sanpaolo, PNC
Price talk 4.375%-4.50%, 4.625% area, IPTs high 4%
Notes Change of control put at 101%

Issuer Teva Pharmaceutical Finance Netherlands III BV
Ratings BB-/Ba2
Amount $1 billion
Issue Unsecured sustainability-linked notes (SEC-registered)
Coupon 4.75%
Price 100
Yield 4.75%
Spread T+353
Maturity May 9, 2027
Call Non-call life (par call three months prior to maturity)
Trade (date) Nov 2, 2021
Settle Nov. 9, 2021 (T+5)
Active bookrunners BNP, BofA, HSBC, JPM (B&D)
Passive bookrunners Citi, GS, MIZ, MUFG
Co-managers IMI-Intesa Sanpaolo, PNC
Price talk 4.75%-4.875%, 5% area, IPTs very high 4%
Notes Change of control put at 101%

Issuer Teva Pharmaceutical Finance Netherlands III BV
Ratings BB-/Ba2
Amount $1 billion
Issue Unsecured sustainability-linked notes (SEC-registered)
Coupon 5.125%
Price 100
Yield 5.125%
Spread T+370
Maturity May 9, 2029
Call Non-call life (par call three months prior to maturity)
Trade (date) Nov 2, 2021
Settle Nov. 9, 2021 (T+5)
Active bookrunners BNP, BofA, HSBC, JPM (B&D)
Passive bookrunners Citi, GS, MIZ, MUFG
Co-managers IMI-Intesa Sanpaolo, PNC
Price talk 5.125%-5.25%, 5.375% area, IPTs 5.5-year + 37.5bps
Notes Change of control put at 101%