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IVAX Announces Tender Offer For 4.5% Convertible Senior Subordinated Notes Due 2008.


MIAMI Miami, cities, United States
Miami (mīăm`ē, –ə).

1 City (1990 pop. 358,548), seat of Dade co., SE Fla., on Biscayne Bay at the mouth of the Miami River; inc. 1896.
 -- IVAX Corporation IVAX Corporation was a United States public corporation focused on manufacturing and distributing generic pharmaceutical products. Ivax was acquired by the Israeli company Teva Pharmaceutical Industries in January 2006. External links
  • Ivax Pharmaceuticals homepage
, a wholly owned subsidiary Wholly Owned Subsidiary

A subsidiary whose parent company owns 100% of its common stock.

Notes:
In other words, the parent company owns the company outright and there are no minority owners.
 of Teva Pharmaceutical Industries Teva Pharmaceutical Industries Ltd. (Hebrew: טבע תעשיות פרמצבטיות בע"מ), NASDAQ: TEVA is an international pharmaceutical company headquartered in  Limited ("Teva"), announced today that it has commenced an offer to repurchase any and all of its outstanding 4.5% Convertible Senior Subordinated Notes due 2008 (the "Notes"). The indenture governing the Notes requires IVAX IVAX Industrial Vax (Dec Computer)  to make the offer as a result of the merger (the "Merger") of IVAX with and into a wholly owned subsidiary of Teva and the related replacement of the Board of Directors of IVAX.

IVAX is offering to purchase the Notes for cash at a purchase price, per $1,000 principal amount, equal to 100% of the principal amount, together with $17.88 per $1,000 principal amount, representing accrued and unpaid cash interest to, but excluding, April 8, 2006. In the event that all of the outstanding Notes are tendered in the tender offer, the aggregate purchase price required for IVAX to purchase the tendered Notes is estimated to be approximately $235,238,037.63. The tender offer for the Notes will expire at 5:00 p.m., Eastern Time, on Friday, March 24, 2006, unless extended or earlier terminated. Holders may withdraw their tendered Notes at any time prior to the expiration time Expiration time

The time of day by which all exercise notices must be received on the expiration date. Technically, the expiration time is currently 11:59AM on the expiration date, but public holders of option contracts must indicate their desire to exercise no later than 5:30PM on
. As required by the indenture governing the Notes, on April 10, 2006, IVAX will purchase all Notes properly tendered and not withdrawn. All Notes purchased pursuant to IVAX' offer will be retired upon purchase. IVAX expects to fund the tender offer with cash on hand.

Neither IVAX' nor Teva's Boards of Directors nor any other person makes any recommendation as to whether holders of Notes should choose to tender their Notes in this offer, and no one has been authorized to make such a recommendation.

The Notes may be tendered only in accordance with the Notice of Change in Control and Offer to Purchase dated February 22, 2006. Noteholders may obtain the Notice of Change in Control and Offer to Purchase through the paying agent Paying Agent

An agent who accepts payments from the issuer of a security and then distributes the payments to the holders of the security. Also known as a "disbursing agent.
, U.S. Bank National Association, 60 Livingston Avenue, St. Paul St. Paul

as a missionary he fearlessly confronts the “perils of waters, of robbers, in the city, in the wilderness.” [N.T.: II Cor. 11:26]

See : Bravery
, MN 55107, Attn: Specialized Finance Dept., telephone number: (800) 934-6802.

This announcement is neither an offer to sell nor a solicitation of an offer to buy any securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

Holders of IVAX' outstanding 4.5% Convertible Senior Subordinated Notes due 2008 and other interested parties are urged to read IVAX Corporation's Notice of Change in Control and Offer to Purchase and other relevant documents filed with the SEC when they become available because they will contain important information about IVAX Corporation and the offer.

Materials filed with the SEC will be available electronically without charge at the SEC's website, http://www.sec.gov. Documents filed with the SEC may be obtained without charge by directing a request to IVAX Corporation's corporate secretary at: IVAX Corporation, 4400 Biscayne Boulevard Biscayne Boulevard is the name given to the stretch of U.S. Route 1 in Miami-Dade County, Florida just north of the Miami River, starting at Southeast 4th Street in the Central Business District continuing through Park West and Uptown in Downtown Miami. , Miami, Florida 33137.

This news release is for informational purposes only and is not a tender offer for the Notes. The tender offer will only be made pursuant to the Notice of Change in Control and Offer to Purchase and other related documents.
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No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2006, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Geographic Code:1USA
Date:Feb 22, 2006
Words:527
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