EX-10.1





Exhibit
10.1



Teva and Barr Provide Update on Acquisition




Barr Announces Debt Amendment

Teva Announces Sufficient Funds to Complete Acquisition



JERUSALEM, Israel and MONTVALE, N.J., Oct 27, 2008 /PRNewswire-FirstCall via COMTEX
News Network/ — Teva Pharmaceutical Industries Ltd. (Nasdaq: TEVA) and Barr
Pharmaceuticals, Inc. (NYSE: BRL) announced today that Barr and its syndicate of
lending banks, arranged by Bank of America, have agreed to amend Barr’s unsecured
credit facilities to permit them to remain in place following Barr’s acquisition by
Teva.



“We are pleased that we have successfully negotiated with Barr’s lenders to maintain
these credit facilities, post-closing, under terms and conditions that meet our
requirements,” said Eyal Desheh, Teva’s Chief Financial Officer. “The combination of
the amended Barr credit facilities, Teva’s available cash on hand and our committed
bridge financing will provide us with sufficient funds to complete the acquisition of
Barr as well as support the continued growth of our business.”



The amendments to the credit facilities waive the lenders’ right to call Barr’s debt
upon the change in control in connection with the acquisition by Teva, thereby
allowing Barr’s outstanding obligations under the credit facilities to remain in place
following the closing of the acquisition. The facilities have outstanding balances of
approximately $1.65 billion and $292 million that mature in October 2011 and June
2013, respectively. An additional revolving credit facility of $300 million is
unutilized. As part of the amendments, effective upon closing, Teva will guarantee the
obligations of the borrowers under the facilities.



“We appreciate the support our bank group has provided Barr over the years and view
their willingness to agree to this amendment as further evidence of the strength of
this combination,” said Bill McKee, EVP and CFO of Barr.



Teva expects the acquisition to close by late 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, financing, anticipated synergies, savings and financial and operating
performance, including estimates for growth, trends in each of Teva Pharmaceutical
Industries Ltd.’s and Barr Pharmaceutical, Inc.’s operations and


 









 






financial results,
the markets for Teva’s and Barr’s products, the future development of Teva’s and
Barr’s business, and the contingencies and uncertainties to which Teva and Barr may be
subject, 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 effects 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 and
the terms of any conditions imposed in connection with such closing, 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 (including the pending acquisition of Bentley
Pharmaceuticals, Inc.), 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 Ivax
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 voting or 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 proposed 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.



Teva, Barr and their respective directors and executive officers and other members of
management and employees may be deemed to participate in the solicitation of proxies
in respect of the proposed transaction. Information regarding Barr’s directors and
executive officers is available in Barr’s proxy statement for its 2007 annual meeting
of stockholders, which was filed with the SEC on May 15, 2008 and information
regarding Teva’s directors and executive officers is available in Teva’s Annual Report
on Form 20-F for the year ended December 31, 2007, which was filed with the SEC on
February 29, 2008. Additional information regarding the interests of such potential
participants will be included in the proxy statement/prospectus and the other relevant
documents filed with the SEC.