SEC Comment Letter 0000000000-24-002625 to TEVA PHARMACEUTICAL INDUSTRIES LTD (TEVA)
TEVA PHARMACEUTICAL INDUSTRIES LTD
Date: March 11, 2024 · CIK: 0000818686 · Accession: 0000000000-24-002625
AI Filing Summary & Sentiment
File numbers found in text: 001-16174
Letter
United States securities and exchange commission logo March 11, 2024 Eli Kalif Executive Vice President, Chief Financial Officer TEVA PHARMACEUTICAL INDUSTRIES LTD 124 Dvora HaNevi'a St. Tel Aviv, Israel 6944020 Re:TEVA PHARMACEUTICAL INDUSTRIES LTD Form 10-K for the Fiscal Year Ended December 31, 2023 Filed February 12, 2024 File No. 001-16174 Dear Eli Kalif: We have limited our review of your filing to the financial statements and related disclosures and have the following comment. Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe the comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Form 10-K for the Fiscal Year Ended December 31, 2023 Management's Discussion and Analysis Non-GAAP Net Income and Non-GAAP EPS Data, page 78 1.Please address the following regarding your disclosures in the 10-K and 8-K furnished on January 31, 2024: •Quantify for us the significant components of the adjustments for "Contingent consideration", "Other non-GAAP items" and "Corresponding tax effects and unusual tax items". Tell us why you believe the adjustments are consistent with Regulation G, Item 10(e) of Regulation S-K, and C&DI 100.01. •For the Corresponding tax effects and unusual tax items you state the amount includes a portion of the realization of a loss related to an investment in one of your subsidiaries. Please tell us the amount of the loss, whether that is the only adjustment not related to corresponding tax effects, and if the related loss is included as an adjustment as well. •Tell us why presenting Adjusted EBITDA in the narrative discussion of your
FirstName LastNameEli Kalif Comapany NameTEVA PHARMACEUTICAL INDUSTRIES LTD March 11, 2024 Page 2 FirstName LastName Eli Kalif TEVA PHARMACEUTICAL INDUSTRIES LTD March 11, 2024 Page 2 earnings release prior to the presentation of net income is consistent with Item 10(e)(1)(i) of Regulation S-K and C&DI 102.10. In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Mary Mast at 202-551-3613 or Daniel Gordon at 202-551-3486 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences
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United States securities and exchange commission logo
March 11, 2024
Eli Kalif
Executive Vice President, Chief Financial Officer
TEVA PHARMACEUTICAL INDUSTRIES LTD
124 Dvora HaNevi'a St.
Tel Aviv, Israel 6944020
Re:TEVA PHARMACEUTICAL INDUSTRIES LTD
Form 10-K for the Fiscal Year Ended December 31, 2023
Filed February 12, 2024
File No. 001-16174
Dear Eli Kalif:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comment.
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe
the comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2023
Management's Discussion and Analysis
Non-GAAP Net Income and Non-GAAP EPS Data, page 78
1.Please address the following regarding your disclosures in the 10-K and 8-K furnished on
January 31, 2024:
•Quantify for us the significant components of the adjustments for "Contingent
consideration", "Other non-GAAP items" and "Corresponding tax effects and unusual
tax items". Tell us why you believe the adjustments are consistent with Regulation
G, Item 10(e) of Regulation S-K, and C&DI 100.01.
•For the Corresponding tax effects and unusual tax items you state the amount
includes a portion of the realization of a loss related to an investment in one of your
subsidiaries. Please tell us the amount of the loss, whether that is the only adjustment
not related to corresponding tax effects, and if the related loss is included as an
adjustment as well.
•Tell us why presenting Adjusted EBITDA in the narrative discussion of your
FirstName LastNameEli Kalif
Comapany NameTEVA PHARMACEUTICAL INDUSTRIES LTD
March 11, 2024 Page 2
FirstName LastName
Eli Kalif
TEVA PHARMACEUTICAL INDUSTRIES LTD
March 11, 2024
Page 2
earnings release prior to the presentation of net income is consistent with Item
10(e)(1)(i) of Regulation S-K and C&DI 102.10.
In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
Please contact Mary Mast at 202-551-3613 or Daniel Gordon at 202-551-3486 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences