Core Viewpoint - Teva Pharmaceutical Industries Ltd. is actively managing its debt capital structure through tender offers for various series of notes, increasing the total maximum purchase price to $2.3 billion to optimize its financial position and extend the maturity profile of its debt [1][2][3]. Group 1: Tender Offer Details - Teva has increased the Pool 2 Tender Cap from $250 million to $350 million and the Pool 3 Tender Cap from $200 million to $400 million, while the Pool 1 Tender Cap remains unchanged [1][2]. - The total maximum amount for the notes has been raised from $2.25 billion to $2.3 billion, exclusive of accrued and unpaid interest [2]. - The early tender results indicate that various series of notes have been validly tendered, with holders receiving a total consideration that includes an early tender premium of $50 per $1,000 principal amount [4][5]. Group 2: Financial Strategy - Teva aims to fund the tender offers through proceeds from a registered public offering of debt securities, which closed on May 28, 2025, along with cash on hand [3]. - The settlement for the notes accepted during the early tender period is expected to occur on June 5, 2025, with the total purchase price being approximately $2.3 billion [7][9]. - The offers will expire on June 17, 2025, unless extended or terminated, but further tenders will not be accepted prior to the expiration time as Teva intends to accept the total maximum amount on the initial settlement date [9][10]. Group 3: Notes Information - The tender offers include various series of notes, such as the 3.150% Senior Notes due 2026 and the 4.750% Sustainability-Linked Senior Notes due 2027, among others [6][7]. - The principal amounts tendered for the Pool 1 Notes total approximately $2.6 billion, while the Pool 2 and Pool 3 Notes have respective tender amounts of $781 million and €532 million [7]. Group 4: Company Overview - Teva Pharmaceutical Industries Ltd. is a global biopharmaceutical leader with over 120 years of commitment to health, operating in 57 markets and employing 37,000 people [13].

Core Viewpoint - Teva Pharmaceutical Industries Ltd. has initiated tender offers to purchase up to $2 billion of its outstanding notes to optimize its debt capital structure and extend the maturity profile of its debt [1][2]. Summary by Relevant Sections Tender Offers - The tender offers are subject to specific terms and conditions outlined in the Offer to Purchase dated May 19, 2025, including the completion of a concurrent debt securities offering [2]. - The total maximum amount for the offers is set at $2 billion, with specific caps for different pools of notes [11]. Notes Details - The offers include various series of notes, such as: - 3.150% Senior Notes due 2026, with an outstanding amount of $3.377 billion and a purchase cap of $1.55 billion [5]. - 4.750% Sustainability-Linked Senior Notes due 2027, with a total amount of $1 billion [5]. - 7.875% Sustainability-Linked Senior Notes due 2029, with a total amount of $600 million [5]. - 8.125% Sustainability-Linked Senior Notes due 2031, with a total amount of $500 million [5]. Offer Timeline - The offers will expire at 5:00 p.m. Eastern Time on June 17, 2025, with an early tender time set for June 2, 2025 [4][8]. - Holders of notes tendered before the early tender time will receive a total consideration that includes an early tender premium of $50 per $1,000 [8][9]. Payment and Settlement - Payments for the notes will be made in U.S. Dollars and Euros, with the initial settlement date expected as early as June 5, 2025, and the final settlement date anticipated on June 20, 2025 [9][10]. - Accrued and unpaid interest will be paid to holders whose notes are accepted for purchase [9]. Conditions and Management - The acceptance of tenders is subject to certain conditions, including the successful completion of the financing transaction [14]. - Teva reserves the right to amend the offers, including increasing or decreasing the total maximum amount and pool tender caps [14].