Viatris Inc. (NASDAQ: VTRS, “Viatris” or the “Company”) today announced the early results of its subsidiary Utah Acquisition Sub Inc.’s (“UAS”) previously announced cash tender offer (the “Maximum Tender Offer”). UAS has increased the maximum aggregate principal amount for the Maximum Tender Offer from $450,000,000 to $575,003,000 (the “Maximum Tender Cap”) for its outstanding 3.950% Senior Notes due 2026 (the “Maximum Tender Offer Notes”). Details of the Maximum Tender Offer are outlined in the Offer to Purchase dated September 4, 2024 (the “Offer to Purchase”).
The table below provides information regarding the Maximum Tender Offer Notes and the Maximum Tender Offer, including the aggregate principal amount of the notes that were validly tendered and not withdrawn by 5:00 p.m. New York City time on September 17, 2024 (the “Early Tender Date”), as reported by Global Bondholder Services Corporation, the tender and information agent. The total consideration for the notes tendered and not withdrawn by the Early Tender Date will be determined on September 18, 2024, at 10:00 a.m. New York City time, unless the offer is extended or terminated earlier.
Since the principal amount of notes tendered by the Early Tender Date exceeds the Maximum Tender Cap, UAS does not expect to purchase all tendered notes. Instead, UAS will accept notes on a pro rata basis, subject to the Maximum Tender Cap, as described in the Offer to Purchase. Therefore, some notes tendered by the Early Tender Date may be returned to their holders.
Holders of notes validly tendered by the Early Tender Date, if accepted, will receive the total consideration, including an Early Tender Payment of $30 per $1,000 principal amount of notes. Payments will also include accrued and unpaid interest up to, but not including, the settlement date, anticipated to be September 20, 2024.
The Maximum Tender Offer will expire at 5:00 p.m. New York City time on October 2, 2024 (the “Maximum Tender Expiration Date”), unless extended or terminated earlier. As the offer was fully subscribed by the Early Tender Date, notes tendered after this date will not be accepted unless UAS decides to increase or eliminate the Maximum Tender Cap. Any notes tendered after the Early Tender Date or not accepted will be returned to holders unless the Maximum Tender Cap is adjusted.
The withdrawal deadline was 5:00 p.m. New York City time on September 17, 2024, and has not been extended. As such, notes tendered before or after this deadline cannot be withdrawn, subject to applicable law.
UAS’ obligations to accept and pay for validly tendered notes are subject to various conditions outlined in the Offer to Purchase. UAS reserves the right to waive conditions, extend or terminate the offer, increase, decrease, or eliminate the Maximum Tender Cap, or amend the offer in any way.
Additionally, as of September 16, 2024, Viatris satisfied and discharged the indenture for its 1.650% Senior Notes due 2025. On the same date, Mylan Inc. issued a notice of redemption for all outstanding 2.125% Senior Notes due 2025, with the redemption expected to be completed by October 16, 2024.
