To: Jim Oravetz who wrote (69 ) 7/25/2005 12:16:12 PM From: Jim Oravetz Read Replies (1) | Respond to of 78 Teva Will Buy Ivax In $7.4 Billion Deal By LEILA ABBOUD Staff Reporter of THE WALL STREET JOURNAL July 25, 2005 11:38 a.m. Teva Pharmaceuticals Ltd. said it would acquire Ivax Corp. for $7.4 billion, creating a new powerful player in the generic drug sector. The combination of Teva and Ivax, widely seen as two of the strongest generics companies, could spark more acquisitions as remaining generic drug makers try to grow to keep pace. As competition in the sector has intensified in recent years, analysts and company executives had been predicting a wave of consolidation. Under terms of the agreement, each share of Miami-based Ivax will convert into either $26 in cash or 0.8471 of Teva American depositary receipt. Teva is based in Israel. In the U.S., its stock trade in ADRs. Investors can request cash or ADRs; Teva said it would limit its cash payments to half of the purchase price, the other half would be ADRs. The acquisition, which would restore Teva's No. 1 position in the market for generic medicines, is subject to approval by shareholders of both companies and antitrust regulators in U.S. and Europe. The companies said the deal was expected to close by the end of the year, or early 2006. After the acquisition, Ivax shareholders will own about 15% of Teva on a fully diluted basis, according to the companies. The combined company will have a large portfolio of oral generic drugs and injectable drugs typically sold in hospitals. Israel Makov, Teva's chief executive, said the new company would be in a better position to negotiate with the big buyers of generics, such as chain drugstores and wholesalers. "We will be able to offer them a broader portfolio of products and a deepened pipeline," Mr. Makov said in a telephone conference with analysts. Generics are chemically identical versions of branded drugs that have lost patent protection. Novartis AG, Basel, Switzerland, had overtaken Teva as the world's largest generics maker when it acquired German-based Hexal and Eon Labs of Laurelton, N.Y., for $8.3 billion earlier this year. Ivax, the world's fourth-largest generics company by sales, had revenue of $1.84 billion in 2004, when Teva's sales totaled $4.8 billion. Combined sales would overtake those of Sandoz, the Novartis-owned generics business, which had 2004 pro forma sales of around $5 billion, including revenue from Hexal and Eon Labs. Ivax has both generics and branded medicines in its portfolio. Teva, though largely known as a generics company, has one of the world's top four treatments for multiple sclerosis, Copaxone, in its branded-medicine portfolio. Its branded medicines also include respiratory products like the Easi-Breathe inhaler, an asthma treatment, and inhalers for allergy management. The companies said that, if the deal is completed, Teva will generate sales of over $7 billion a year; it will operate directly in over 50 countries, and will employ about 25,000 people.