Teva Wraps Up $703M Sale of Global Women’s Health Biz to CVC Capital

 Teva Pharmaceutical Industries Limited., (NYSE and TASE: TEVA) today announced it has completed the sale of a portfolio of products within its global women’s health business across contraception, fertility, menopause and osteoporosis for $703 million in cash. The portfolio, which is marketed and sold outside of the U.S., includes Ovaleap^®, Zoely^®, Seasonique^®, Colpotrophine^®, Actonel^® and additional products. The business will be known as "Theramex".

"Today’s announcement marks the completion of Teva’s planned divestment of specialty products in women’s health," stated Michael McClellan, Executive Vice President and Chief Financial Officer at Teva. "Teva is very pleased to complete the sale of our global women’s health portfolio today, which brings a significant influx of cash needed to further progress our ability to repay term loan debt. With the completion of today’s transaction, Teva has generated total proceeds of $2.48 billion from the women’s health divestitures, higher than the previously announced $2.3 billion expected proceeds."

Morgan Stanley acted as financial advisor to Teva, Ernst & Young served as accounting advisor and Goodwin Procter is Teva’s legal counsel for the transaction.

Rothschild & Co, Royal Bank of Canada, Jefferies LLC and Barclays acted as financial advisors to CVC Capital Partners for the transaction. Latham Watkins and Jones Day acted as legal advisors to CVC Capital Partners.

About Teva

Teva Pharmaceutical Industries Ltd. (NYSE and TASE: TEVA) is a leading global pharmaceutical company that delivers high-quality, patient-centric healthcare solutions used by approximately 200 million patients in over 60 markets every day. Headquartered in Israel, Teva is the world’s largest generic medicines producer, leveraging its portfolio of more than 1,800 molecules to produce a wide range of generic products in nearly every therapeutic area. In specialty medicines, Teva has the world-leading innovative treatment for multiple sclerosis as well as late-stage development programs for other disorders of the central nervous system, including movement disorders, migraine, pain and neurodegenerative conditions, as well as a broad portfolio of respiratory products. Teva is leveraging its generics and specialty capabilities in order to seek new ways of addressing unmet patient needs by combining drug development with devices, services and technologies. Teva's net revenues in 2016 were $21.9 billion. 

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, regarding the completion of the Teva's global women's health divestiture 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:

• the potential that the expected benefits and opportunities related to the divestiture may not be realized or may take longer to realize than expected;
• litigation in respect of either company or the divestiture;
• our ability to complete additional divestitures, including our ability to identify purchasers and negotiate terms acceptable to us;
• our substantially increased indebtedness and significantly decreased cash on hand, which may limit our ability to incur additional indebtedness, engage in additional transactions or make new investments, and may result in a downgrade of our credit ratings;
• our business and operations in general, including: uncertainties relating to the potential success and our ability to effectively execute our restructuring plan; uncertainties relating to the potential benefits and success of our new organizational structure and recent senior management changes; our ability to develop and commercialize additional pharmaceutical products; manufacturing or quality control problems, which may damage our reputation for quality production and require costly remediation; interruptions in our supply chain; disruptions of our or third party information technology systems or breaches of our data security; the restructuring of our manufacturing network, including potential related labor unrest; the impact of continuing consolidation of our distributors and customers; and variations in patent laws that may adversely affect our ability to manufacture our products; our ability to consummate dispositions on terms acceptable to us; adverse effects of political or economic instability, major hostilities or terrorism on our significant worldwide operations; and our ability to successfully bid for suitable acquisition targets or licensing opportunities, or to consummate and integrate acquisitions;
• compliance, regulatory and litigation matters, including: costs and delays resulting from the extensive governmental regulation to which we are subject; the effects of reforms in healthcare regulation and reductions in pharmaceutical pricing, reimbursement and coverage; potential additional adverse consequences following our resolution with the U.S. government of our FCPA investigation; governmental investigations into sales and marketing practices; potential liability for sales of generic products prior to a final resolution of outstanding patent litigation; product liability claims; increased government scrutiny of our patent settlement agreements; failure to comply with complex Medicare and Medicaid reporting and payment obligations; and environmental risks;
• and other factors discussed in our Annual Report on Form 20-F for the year ended December 31, 2016 ("Annual Report"), including in the section captioned "Risk Factors." and in our other filings with the U.S. Securities and Exchange Commission 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.

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