Teva Pharmaceutical Industries Ltd. Barr Pharmaceuticals Inc.
Teva Contacts: Barr Contact:
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Investors Investors and Media
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Elana Holzman Kevin Mannix Carol A. Cox
972 (3) 926-7554 (215) 591-8912 (201) 930-3720
elana.holzman@teva.co.il kevin.mannix@tevausa.com carol.cox@barrlabs.com
Media
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Ayala Miller Denise Bradley
972 (3) 926-7262 (215) 591-8974
ayala.miller@teva.co.il denise.bradley@tevausa.com
For Immediate Release
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U.S. FEDERAL TRADE COMMISSION CLEARS
TEVA'S ACQUISITION OF BARR
-- Closing scheduled for December 23, 2008 --
Jerusalem, Israel and Montvale, NJ, December 19, 2008 - Teva Pharmaceutical
Industries Ltd. (NASDAQ: TEVA) and Barr Pharmaceuticals, Inc. (NYSE: BRL)
announced today that the U.S. Federal Trade Commission ("FTC") has accepted the
proposed consent order in connection with the pending acquisition of Barr by
Teva and granted early termination of the Hart Scott Rodino waiting period.
Under the consent order that has been executed by the parties and accepted for
public comment by the FTC, Teva and Barr are required to divest certain
formulations of 16 overlapping on-market generic drugs, representing
approximately $60 million in the companies' annual sales, and 13 overlapping
pipeline generic drugs.
With the approval of the European Commission earlier today, the parties have now
obtained all regulatory approvals required to close the transaction and,
accordingly, have scheduled a closing date of December 23, 2008.
About Teva
Teva Pharmaceutical Industries Ltd., headquartered in Israel, is among the top
20 pharmaceutical companies in the world and is the leading generic
pharmaceutical company. The company develops, manufactures and markets generic
and innovative pharmaceuticals and active pharmaceutical ingredients. Over 80
percent of Teva's sales are in North America and Western Europe.
About Barr
Barr Pharmaceuticals, Inc. is a global specialty pharmaceutical
company that operates in more than 30 countries worldwide and is engaged in the
development, manufacture
and marketing of generic and proprietary pharmaceuticals, biopharmaceuticals and
active pharmaceutical ingredients. A holding company, Barr operates through its
principal subsidiaries: Barr Laboratories, Inc., Duramed Pharmaceuticals, Inc.
and PLIVA d.d. and its subsidiaries. The Barr Group of companies markets more
than 120 generic and 27 proprietary products in the U.S. and approximately 1,025
products globally outside of the U.S. For more information, visit
www.barrlabs.com.
Safe Harbor Statement under the U. S. Private Securities Litigation Reform Act
of 1995:
The statements, analyses and other information contained herein relating to the
proposed merger as well as other statements including words such as
"anticipate," "believe," "plan," "estimate," "expect," "intend," "will,"
"should," "may" and other similar expressions, are "forward-looking statements"
under the Private Securities Litigation Reform Act of 1995. Such statements are
made based upon management's current expectations and beliefs concerning future
events and their potential efects on Teva and on Barr.
Actual results may differ materially from the results anticipated in these
forward-looking statements. Important factors that could cause or contribute to
such differences include whether and when the proposed acquisition will be
consummated, Teva's ability to rapidly integrate Barr's operations and achieve
expected synergies, diversion of management time on merger-related issues, Teva
and Barr's ability to accurately predict future market conditions, potential
liability for sales of generic products prior to a final resolution of
outstanding patent litigation, including that relating to the generic versions
of Allegra(R), Neurontin(R), Lotrel(R), Famvir(R) and Protonix(R), Teva's and
Barr's ability to successfully develop and commercialize additional
pharmaceutical products, the introduction of competing generic equivalents, the
extent to which Teva or Barr may obtain U.S. market exclusivity for certain of
their new generic products and regulatory changes that may prevent Teva or Barr
from utilizing exclusivity periods, competition from brand-name companies that
are under increased pressure to counter generic products, or competitors that
seek to delay the introduction of generic products, the impact of consolidation
of our distributors and customers, the effects of competition on our innovative
products, especially Copaxone(R) sales, the impact of pharmaceutical industry
regulation and pending legislation that could affect the pharmaceutical
industry, the difficulty of predicting U.S. Food and Drug Administration,
European Medicines Agency and other regulatory authority approvals, the
regulatory environment and changes in the health policies and structures of
various countries, our ability to achieve expected results though our innovative
R&D efforts, Teva's ability to successfully identify, consummate and integrate
acquisitions, potential exposure to product liability claims to the extent not
covered by insurance, dependence on the effectiveness of our patents and other
protections for innovative products, significant operations worldwide that may
be adversely affected by terrorism, political or economical instability or major
hostilities, supply interruptions or delays that could result from the complex
manufacturing of our products and our global supply chain, environmental risks,
fluctuations in currency, exchange and interest rates, and other factors that
are discussed in Teva's Annual Report on Form 20-F, Barr's Annual Report on Form
10-K and their 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
neither Teva nor Barr undertakes no obligation to update publicly or revise any
forward-looking statement, whether as a result of new information, future
developments or otherwise.
This communication is being made in respect of the proposed merger involving
Teva and Barr. In connection with the proposed merger, Teva has filed a
registration statement on Form F-4 containing a proxy statement/prospectus for
the stockholders of Barr, and Barr has filed a proxy statement for the
stockholders of Barr, with the SEC. Before making any investment decision,
Barr's stockholders and investors are urged to read the proxy
statement/prospectus regarding the merger and any other relevant documents
carefully in their entirety because they contain important information about the
transaction. The registration statement containing the proxy
statement/prospectus and other documents is available free of charge at the
SEC's website, www.sec.gov. You may also obtain the proxy statement/prospectus
and other documents free of charge by contacting Barr Investor Relations at
201-930-3720 or Teva Investor Relations at 972-3-926-7554 / 215-591-8912.