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Viatris Announces Expiration and Results of Any and All Cash Tender Offers Viatris Inc. (NASDAQ: VTRS, Viatris or the Company ) announced today that the previously announced cash tender offers (the Any and All Tender...

Key Takeaway: Viatris Inc. (NASDAQ: VTRS) announced the expiration of its cash tender offers for outstanding senior notes from both Viatris and its subsidiary Mylan. A significant amount of senior notes were validly tendered before the expiration. The company is set to pay holders who participated for their tendered notes on September 16, 2024, pending the satisfaction of certain conditions. Meanwhile, Viatris plans to fund the purchases using cash reserves, thus illustrating its financial capability.

Market Sentiment Analysis

POSITIVE FACTORS

  • The cash tender offers successfully attracted a substantial amount of valid tenders.
  • Holders of tendered notes will receive competitive total consideration.
  • The company plans to use cash on hand to fund these transactions, indicating financial stability.

CONCERNS & RISKS

  • Conditions for accepting the tendered notes are subject to satisfaction or waiver, which introduces uncertainty.
  • The expiry of the tender offer may not yield the desired outcome if holders choose not to participate.

Full Press Release Details

PITTSBURGH , Sept. 10 , 2024 /PRNewswire/ -- Viatris Inc. (NASDAQ: VTRS , "Viatris" or the "Company") announced today that the previously announced cash tender offers (the "Any and All Tender Offers" and each, an "Any and All Tender Offer") of Viatris and its subsidiary Mylan Inc. ("Mylan" and, together with Viatris, the "Offerors" and each, an "Offeror") for any and all of the outstanding 1.650% Senior Notes due 2025 issued by Viatris (the "Viatris Notes") (CUSIP No. 92556VAB2/ISIN US92556VAB27) and any and all of the outstanding 2.125% Senior Notes due 2025 issued by Mylan (the "Mylan Notes" and, together with the Viatris Notes, the "Any and All Notes") (ISIN XS1801129286/Common Code No. 180112928) expired at 5:00 p.m. , New York City time, on September 10, 2024 . According to information provided by Global Bondholder Services Corporation, the tender and information agent for the Any and All Tender Offers, $431,981,000 aggregate principal amount of the Viatris Notes and €208,100,000 aggregate principal amount of the Mylan Notes were validly tendered and not validly withdrawn prior to or at the expiration of the Any and All Tender Offers. This amount excludes $164,000 aggregate principal amount of the Viatris Notes and none of the Mylan Notes, respectively, tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase, dated September 4, 2024 (the "Offer to Purchase"), and the related notice of guaranteed delivery provided in connection with the Any and All Tender Offers, which remain subject to the holders' performance of the delivery requirements under such procedures. The obligations of the applicable Offeror to accept any of the applicable Any and All Notes tendered and to pay the consideration for such Any and All Notes are subject to satisfaction or waiver of certain conditions and other terms set forth in the Offer to Purchase. If the conditions are satisfied or waived, the Offerors expect to pay for such Any and All Notes on September 16, 2024 (the "Any and All Settlement Date").
Holders of Any and All Notes that validly tendered and did not validly withdraw their Any and All Notes prior to the expiration of the applicable Any and All Tender Offer are expected to receive total consideration of $977.66 for each $1,000 principal amount of Viatris Notes tendered and accepted for payment or €994.12 for each €1,000 principal amount of Mylan Notes tendered and accepted for payment, in each case plus accrued and unpaid interest up to but not including the Any and All Settlement Date. The Company and Mylan, respectively and as applicable, currently intend to (but are not obligated to) cause the applicable indenture corresponding to any remaining Viatris Notes to be satisfied and discharged in accordance with the terms thereof and solely with respect to the Viatris Notes and redeem any remaining Mylan Notes in accordance with the terms of the applicable indenture corresponding to the Mylan Notes.
The Offerors intend to fund the purchase of the applicable Any and All Notes with cash on hand.
The Offerors have retained Barclays Capital Inc., Citigroup Global Markets Inc. and J.P. Morgan Securities LLC as lead dealer managers for the Any and All Tender Offer of the Viatris Notes and Barclays Bank PLC, Citigroup Global Markets Inc. and J.P. Morgan Securities plc as lead dealer managers for the Any and All Tender Offer of the Mylan Notes (collectively, the "Dealer Managers"). The Offerors have retained Global Bondholder Services Corporation as the tender and information agent for the Any and All Tender Offers. For additional information regarding the terms of the Any and All Tender Offer of the Viatris Notes, please contact: Barclays Capital Inc. at (800) 438-3242 (toll-free) or (212) 528-7581 (collect); Citigroup Global Markets Inc. at (800) 558-3745 (toll-free) or (212) 723-6106 (collect) or J.P. Morgan Securities LLC at (866) 834-4666 (toll-free) or (212) 834-3554 (collect). For additional information regarding the terms of the Any and All Tender Offer of the Mylan Notes, please contact: Barclays Bank PLC at + 44 20 3134 8515; Citigroup Global Markets Inc. at (800) 558-3745 (toll-free) or (212) 723-6106 (collect) or J.P. Morgan Securities plc at +44 20 7134 2468 (collect). Requests for documents and questions regarding the tendering of securities may be directed to Global Bondholder Services Corporation by telephone at (212) 430-3774 (for banks and brokers only) or (855) 654-2015 (for all others, toll-free), by email at [email protected] or to the Dealer Managers at their respective telephone numbers. Copies of the Offer to Purchase and other documents relating to the Any and All Tender Offers (including the Notice of Guaranteed Delivery) may also be obtained at www.gbsc-usa.com/viatris/ .
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.
Forward-Looking Statements
Viatris Inc. (NASDAQ: VTRS ) is a global healthcare company uniquely positioned to bridge the traditional divide between generics and brands, combining the best of both to more holistically address healthcare needs globally. With a mission to empower people worldwide to live healthier at every stage of life, we provide access at scale, currently supplying high-quality medicines to approximately 1 billion patients around the world annually and touching all of life's moments, from birth to the end of life, acute conditions to chronic diseases. With our exceptionally extensive and diverse portfolio of medicines, a one-of-a-kind global supply chain designed to reach more people when and where they need them, and the scientific expertise to address some of the world's most enduring health challenges, access takes on deep meaning at Viatris. We are headquartered in the U.S., with global centers in Pittsburgh , Shanghai and Hyderabad, India .
SOURCE Viatris Inc.

21 %

Frequently Asked Questions

What is the purpose of Viatris' tender offers?

Viatris' tender offers aimed to buy back senior notes issued by Viatris and Mylan.

When did the tender offers expire?

The tender offers expired on September 10, 2024, at 5:00 p.m. NYC time.

What is the total consideration for the notes?

Holders of tendered notes can expect $977.66 for Viatris Notes and €994.12 for Mylan Notes.

Who are the lead dealer managers for the offers?

Barclays, Citigroup, and J.P. Morgan are the lead dealer managers for both offers.

How will Viatris fund the purchase?

Viatris plans to fund the notes' purchase using cash on hand.

Last updated: Sep 10, 2024