Viatris Announces the Pricing Terms of Pending Any and All Cash Tender Offers
The Reference Yield, Repurchase Yield and Total Consideration (each as defined more fully in the Offer to Purchase) with respect to each Any and All Tender Offer are detailed in the table below.
Issuer and |
Title of |
CUSIP / ISIN / |
Principal |
Benchmark |
Reference |
Fixed |
Repurchase |
Total |
|
1.650% |
CUSIP / ISIN:
92556VAB2 / |
|
2.875% |
4.397 % |
25bps |
4.647 % |
|
|
2.125% |
ISIN / Common |
€500,000,000 |
BUBILL 0% |
2.698 % |
30bps |
2.998 % |
€994.12 |
|
(1) Per |
Upon consummation of each Any and All Tender Offer, the applicable Offeror will pay the Total Consideration (as shown in the table above) for each
To receive the applicable Total Consideration, holders of Any and All Notes must validly tender and not validly withdraw their Any and All Notes or timely comply with the guaranteed delivery procedures set forth in the Offer to Purchase prior to the expiration of the applicable Any and All Tender Offer. Any and All Notes tendered may be withdrawn at any time prior to the expiration of the Any and All Tender Offers by following the procedures described in the Offer to Purchase. Holders of Any and All Notes are urged to read carefully the Offer to Purchase before making any decision with respect to the applicable Any and All Tender Offer.
The Offerors' respective obligations to accept for payment and to pay for the Any and All Notes validly tendered in the Any and All Tender Offers are subject to the satisfaction or waiver of a number of conditions described in the Offer to Purchase. Either Any and All Tender Offer may be terminated or withdrawn in whole, subject to applicable law. Each Offeror reserves the right, subject to applicable law, to (1) waive any and all conditions to the applicable Any and All Tender Offer, (2) extend or terminate the applicable Any and All Tender Offer, or (3) otherwise amend the applicable Any and All Tender Offer in any respect.
The Offerors have retained
This announcement is for information purposes only and does not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Any and All Tender Offers are being made only pursuant to the Offer to Purchase and only in such jurisdictions as is permitted under applicable law. None of the Offerors, the tender and information agent, the Dealer Managers or the trustees with respect to the applicable series of Any and All Notes, nor any of their affiliates, makes any recommendation as to whether holders should tender or refrain from tendering all or any portion of their Any and All Notes in response to the Any and All Tender Offers.
Forward-Looking Statements
This release contains "forward-looking statements". These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may include, without limitation, those relating to expiration dates for the Tender Offers, Withdrawal Deadlines and settlement dates. Forward-looking statements may often be identified by the use of words such as "will", "may", "could", "should", "would", "project", "believe", "anticipate", "expect", "plan", "estimate", "forecast", "potential", "pipeline", "intend", "continue", "target", "seek" and variations of these words or comparable words. Because forward-looking statements inherently involve risks and uncertainties, actual future results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: the possibility that the Company may not realize the intended benefits of, or achieve the intended goals or outlooks with respect to, its strategic initiatives (including divestitures, acquisitions, or other potential transactions) or move up the value chain by focusing on more complex and innovative products to build a more durable higher margin portfolio; the possibility that the Company may be unable to achieve intended or expected benefits, goals, outlooks, synergies, growth opportunities and operating efficiencies in connection with divestitures, acquisitions, other transactions, or restructuring programs, within the expected timeframes or at all; with respect to divestitures, failure to realize the total transaction values or proceeds, including as a result of any purchase price adjustment or a failure to achieve any conditions to the payment of any contingent consideration; goodwill or impairment charges or other losses, including but not limited to related to the divestiture or sale of businesses or assets; the Company's failure to achieve expected or targeted future financial and operating performance and results; the potential impact of public health outbreaks, epidemics and pandemics; actions and decisions of healthcare and pharmaceutical regulators; changes in relevant laws, regulations and policies and/or the application or implementation thereof, including but not limited to tax, healthcare and pharmaceutical laws, regulations and policies globally (including the impact of recent and potential tax reform in the
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