Valeant to Acquire Dow Pharmaceutical Sciences, Inc. for $285 Million
Pharmaceuticals International (NYSE: VRX) today announced that it has signed a
definitive agreement to acquire Dow Pharmaceutical Sciences, Inc., a privately
held dermatology company that specializes in the development of topical
products on a proprietary basis, as well as for pharmaceutical and
biotechnology companies. The transaction significantly enhances Valeant’s
dermatology franchise in
specialized dermatology research and development organization including a
newly approved product and a robust pipeline of five dermatology products,
three of which are in Phase II clinical development. Current annualized
revenues are approximately
represents royalty payments from products already out-licensed by Dow.
Dow recently received approval from the Food and Drug Administration (FDA)
for Acanya(TM), a novel topical prescription medication indicated for the
treatment of mild to moderate acne. Acanya(TM) is expected to be launched in
the treatment of rosacea, moderate to severe acne, fungal infections and
common warts. We expect one or more products to enter a Phase III trial in
2009, with an expected launch as early as 2012. In addition, Dow operates a
well-regarded topical products services business dedicated to working with
external sponsors for the formulation and development of topical therapies.
Under the terms of the agreement, Valeant will pay Dow
subject to certain closing adjustments. Approximately
be retained from current Dow accounts, making the net amount paid
million
(
Valeant will fund an escrow account of
indemnification claims from Valeant for a period of eighteen months following
closing. The transaction is expected to be accretive in 2009. Additionally,
Valeant will pay future milestones, based predominately on the achievement of
approval and commercial targets for certain pipeline products still in
development.
The transaction was approved by the boards of directors for both companies
and is subject to customary closing conditions, including the expiration or
early termination of the waiting period under the Hart-Scott-Rodino Antitrust
Improvement Act of 1976, as amended. The transaction is expected to close at
year end.
“This acquisition grows our scale and capabilities in dermatology thus
solidifying Valeant’s future as a leading company in the development and
commercialization of dermatology medications,” stated
chairman and chief executive officer. “
Pharmaceutical Sciences, and his team are highly regarded with innovative
formulation and development expertise, exemplified by having worked on ten
dermatology approvals from the FDA in the past few years and with projects
underway in eight of the top ten dermatology diagnoses. We are excited that
they will be joining the Valeant team as we believe the synergies between our
newly acquired Coria franchise and Dow’s business will provide sustainable
growth for many years to come.”
Conference Call and Webcast and Presentation:
Valeant will host a conference call today at
PST
call is (877) 295-5743, confirmation code 76913148. International callers
should dial (973) 200-3961, confirmation code 76913148. A replay will be
available approximately two hours following the conclusion of the conference
call through
or (706) 645-9291, confirmation code 76913148. The company will also webcast
the conference call live over the Internet. The webcast, as well as the
investor presentation, may be accessed through the investor relations section
of Valeant’s corporate Web site at http://www.valeant.com.
About Acanya(TM)
On
for a combination product, Acanya(TM) Gel (clindamycin phosphate 1.2% and
benzoyl peroxide 2.5%), indicated for the treatment of mild to moderate acne
vulgaris in patients 12 years and older.
About Valeant
Valeant Pharmaceuticals International (NYSE: VRX) is a multinational
specialty pharmaceutical company that develops, manufactures and markets a
broad range of pharmaceutical products primarily in the areas of neurology and
dermatology. More information about Valeant can be found at
http://www.valeant.com.
About Dow
Dow Pharmaceutical Sciences, Inc. is a privately held company that
specializes in the development of topical drug products for pharmaceutical and
biotechnology clients. Dow provides a full range of product development
services including formulation and regulatory consulting, formulation
optimization utilizing state-of-the-art in vitro permeation models, full
analytical support, cGMP clinical manufacturing and clinical labeling. Dow
conducts dermatology studies at clinical sites in
through its Bioskin Division, a full-service dermatology CRO. More
information about Dow can be found at http://www.dowpharm.com.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements, including, but not
limited to, statements regarding the future growth in Valeant’s dermatology
franchise, the impact of the Dow Pharmaceutical Sciences, Inc. acquisition on
Valeant’s business, the timing and potential success of clinical trials and
the approval of product candidates. These statements are based upon the
current expectations and beliefs of Valeant’s management and are subject to
certain risks and uncertainties that could cause actual results to differ
materially from those described in the forward-looking statements. These
risks and uncertainties include, but are not limited to, risks and
uncertainties related to Valeant’s ability to successfully integrate the Dow
assets, risks and uncertainties relating to the clinical development of
product candidates, regulatory approval processes, the potential that
competitors may bring to market products or treatments that are more
commercially attractive than existing or future Dow products, and other risks
and uncertainties discussed in the company’s filings with the SEC. The
company cautions the reader that these factors are among the factors that
could cause actual results to differ materially from the expectations
described in the forward-looking statements. The company also cautions the
reader that undue reliance should not be placed on any of the forward-looking
statements, which speak only as of the date of this press release. The
company undertakes no responsibility to update any of these forward-looking
statements to reflect events or circumstances after the date of this press
release or to reflect actual outcomes.
(Logo: http://www.newscom.com/cgi-bin/prnh/20081125/VALEANTLOGO)
Contact:
Laurie W. Little
Valeant Pharmaceuticals
949-461-6002
SOURCE Valeant Pharmaceuticals International