Teva Pharmaceutical Finance Netherlands II B.V. plans a senior-notes offering whose proceeds would fund conditional redemptions of up to $450,000,000 and €1,250,000,000 in specified notes. Investors face incomplete terms because the securities are new, no market currently exists, and the underwriters are not required to maintain trading markets.

Key Highlights

  • Conditional redemptions would cover up to $450,000,000 of 2027 USD Notes and up to €1,250,000,000 of 2030 Euro Notes.
  • The Euro notes would mature in 2033 and 2036, while USD notes would mature in 2032, 2034 and 2037.
  • Euro notes would have minimum denominations of €100,000, while USD notes would start at $200,000.

Teva Pharmaceutical Finance Netherlands II B.V. Is preparing a senior-notes offering tied to conditional redemptions, including up to $450,000,000 ($450 million) of 2027 USD Notes and up to €1,250,000,000 (€1.25 billion) of 2030 Euro Notes. The proceeds would also cover related fees and expenses, with any remainder available for general corporate purposes.

Senior Notes Linked to Conditional Redemptions

The proposed securities include Euro notes due in 2033 and 2036, alongside USD notes due in 2032, 2034 and 2037. Teva Pharmaceutical Industries Limited would guarantee payment obligations on the Euro notes, while the offering also covers notes issued through Teva Pharmaceutical Finance Netherlands III B.V. And Teva Pharmaceutical Finance Netherlands IV B.V. The conditional redemptions would include all outstanding 2028 USD Notes, 2029 USD Notes and 2029 Euro Notes, as well as the specified portions of the 2027 USD Notes and 2030 Euro Notes. Completion of the redemptions depends on the offering, but the offering itself does not depend on completing those redemptions. Euro notes would be issued in minimum denominations of €100,000 and whole multiples of €1,000 above that amount.

New Securities Face Market-Formation Risk

The notes would be new securities with no existing market. Underwriters may make markets subject to applicable laws, but they are not required to do so and may stop at their discretion. Cash and cash equivalents were listed at $3,655 million as of June 30, 2026.