Magazin
2010-02-01
FRAZER, Philadelphia, AESCH, Switzerland and MAISONS ALFORT, France,February 1 (ots/PRNewswire) -- Cephalon, Inc. announced today that ithas signed an agreement to acquire Mepha AG and its subsidiaries, aprofitable, privately-held, Swiss-based pharmaceutical company. Mephahas specific expertise in innovative dosage formulations and marketsboth generic and branded generic products. The acquisitiondiversifies the company's business mix, doubles the size of itsinternational business, and provides an attractive platform to launchcurrent and future products in new, developed and emerging markets.
Mepha manufactures and markets over 120 products in 50 countriesand recognized sales of approximately CHF 400 million in 2009. Withits exposure to high-growth international markets, and a track recordof innovation, Mepha has achieved compound annual growth rates (CAGR)in sales of more than 13 percent over the last five years. Inaddition to its existing products, Mepha has a broad pipeline ofapproximately 50 chemical entities planned for launch over the nextfive years.
Under the terms of the agreement, Cephalon will purchase MephaAG for CHF 622.5 million, or an estimated $590 million USD, from theMerckle family-owned Mepha Holding AG, subject to adjustments uponclosing. The transaction is expected to close in the next 10-12 weeksupon completion of certain closing conditions, including receipt ofapplicable antitrust approvals. Cephalon expects that the acquisitionwill be accretive to adjusted earnings per share in 2010 and willupdate its 2010 guidance when it reports full year 2009 financialresults on February 11, 2010. In the interim, the company withdrawsits full year 2010 guidance issued on October 27, 2009.
"The addition of Mepha will transform our international businessovernight, expanding our ability to serve global markets and reachpatients in new territories for the first time," said Frank Baldino,Jr., Ph.D., Chairman and CEO of Cephalon. "With this deal, we nowserve all three types of pharmaceutical markets, proprietary branded,generic and branded generic. We believe this balance will increasethe growth and stability of our business," added Baldino.
Alain Aragues, Executive Vice President and President of CephalonEurope, said, "The acquisition of Mepha will help us to significantlygrow our current business and positions us as a more attractivepartner for further business development opportunities in theEuropean, Middle East and African regions."
Dr. Thomas Villiger, CEO of Mepha Group, added, "Mepha andCephalon complement each other as far as markets and products areconcerned. Mepha's leading position on the Swiss market will beimmediately enhanced by the addition of innovative therapies fromCephalon."
Deutsche Bank Securities Inc. served as exclusive financialadvisor to Cephalon.
Cephalon will host a conference call for investors and analystson February 1, 2010, at 9:00 a.m. Eastern Time to discuss thetransaction. A slide presentation will be available on the companywebsite athttp://investors.cephalon.com/phoenix.zhtml?c=81709&p=irol-irhome
February 1, 2010, Schedule 8:10 a.m. EST Company presentation will be made available. 8:50 a.m. EST Conference line opens. To participate in the conference call, dial 913-312-0408 and refer to Conference Code Number 1894492. 9:00 a.m. EST Conference call begins promptly. Simultaneous Webcast
Investors can listen to the call live by logging on to thecompany's website at http://www.cephalon.com and clicking on"Investor Information," then "Webcast." Please click on the link andfollow the prompts for registration and access.
If you are unable to listen to the live broadcast, an audio orwebcast replay of the call will be available approximately two hoursafter the event until Midnight EST, February 8, 2010. To listen tothe audio replay, dial +1-719-457-0820 and use the Conference CodeNumber 1894492.
Additional information presented on the conference call may bemade available on the Investor Information page of the company'swebsite.
About Mepha AG
Founded in 1949, Mepha is a Swiss-based pharmaceutical companymarketing branded and non-branded generics as well as specialtyproducts in more than 50 countries. Mepha develops and manufacturesits products in Aesch/Basel - Switzerland with a strong focus onSwiss-quality standards. Mepha's R & D focuses on the development ofimproved and innovative generics providing additional benefits forpatients. Furthermore, Mepha is active in malaria research offeringinnovative life-saving therapies for adults and children.
Mepha is the leading company on the Swiss generic market, withmore than 120 products in over 500 packaging forms and also providingunique services to healthcare professionals and patients. Mepha hasoperational subsidiaries in Portugal and the Baltics. Throughpartnerships, Mepha markets its products in other European countries,in the Middle East, Africa, South and Central America as well as inAsia. Mepha employs approximately 1,000 people worldwide, 500 of themin Switzerland. For more information on Mepha, visit their website athttp://www.mepha.com.
About Cephalon, Inc.
Cephalon is an international biopharmaceutical company dedicatedto discovering, developing and bringing to market medications fordifficult to treat and rare conditions. Since its inception in 1987,Cephalon has brought first-in-class and best-in-class medicines topatients around the world in several therapeutic areas. Cephalon hasthe distinction of being one of the world's fastest-growingbiopharmaceutical companies, now among the Fortune 1000 and a memberof the S&P 500 Index, employing approximately 3,000 people worldwide.
Cephalon has a growing presence in Europe, the Middle East andAfrica. The Cephalon European headquarters and pre-clinicaldevelopment center are located in Maisons-Alfort, France, justoutside of Paris. Operational subsidiaries are located in the UnitedKingdom, France, Germany, Italy, Spain, the Netherlands (which coversthe entire Benelux region), and Poland (which covers Eastern Europeand Scandinavia). Cephalon Europe markets more than 30 products in 50countries in four therapeutic areas: central nervous system, pain,primary care and oncology.
The company's proprietary products in the United States include:NUVIGIL(R) (armodafinil) Tablets [C-IV], TREANDA(R) (bendamustinehydrochloride) for Injection, AMRIX(R) (cyclobenzaprine hydrochlorideextended-release capsules), FENTORA(R) (fentanyl buccal tablet)[C-II], TRISENOX(R) (arsenic trioxide) injection, GABITRIL(R)(tiagabine hydrochloride), PROVIGIL(R) (modafinil) Tablets [C-IV] andACTIQ(R) (oral transmucosal fentanyl citrate) [C-II]. The companyalso markets numerous products internationally. Full prescribinginformation on its U.S. products is available athttp://www.cephalon.com or by calling +1-800-896-5855.
In addition to historical facts or statements of currentcondition, this press release may contain forward-looking statements.Forward-looking statements provide Cephalon's current expectations orforecasts of future events. These may include statements regardingthe accretive nature of the acquisition of the Mepha Group withrespect to Cephalon's adjusted earnings per share in 2010,anticipated scientific progress on its research programs, developmentof potential pharmaceutical products, interpretation of clinicalresults, prospects for regulatory approval, manufacturing developmentand capabilities, market prospects for its products, sales andearnings guidance, and other statements regarding matters that arenot historical facts. You may identify some of these forward-lookingstatements by the use of words in the statements such as"anticipate," "estimate," "expect," "project," "intend," "plan,""believe" or other words and terms of similar meaning. Cephalon'sperformance and financial results could differ materially from thosereflected in these forward-looking statements due to generalfinancial, economic, regulatory and political conditions affectingthe biotechnology and pharmaceutical industries as well as morespecific risks and uncertainties facing Cephalon such as those setforth in its reports on Form 8-K, 10-Q and 10-K filed with the U.S.Securities and Exchange Commission. Given these risks anduncertainties, any or all of these forward-looking statements mayprove to be incorrect. Therefore, you should not rely on any suchfactors or forward-looking statements. Furthermore, Cephalon does notintend to update publicly any forward-looking statement, except asrequired by law. The Private Securities Litigation Reform Act of 1995permits this discussion.
Contacts: US Media Sheryl Williams +1-610-738-6493 swilliams@cephalon.com European Media Marie-Dominique de La Salle +33(1)49-81-82-48 mddelasalle@cephalon.fr Investors Robert (Chip) Merritt +1-610-738-6376 cmerritt@cephalon.com Linda Pavy Burson Marsteller +33(6)07-59-43-95 Linda@Pavy@bm.com
ots Originaltext: CephalonIm Internet recherchierbar: http://www.presseportal.de
Contact:CONTACT: US Media: Sheryl Williams, +1-610-738-6493,swilliams@cephalon.com; European Media: Marie-Dominique de La Salle,+33(1)49-81-82-48, mddelasalle@cephalon.fr; Investors:Robert (Chip) Merritt, +1-610-738-6376, cmerritt@cephalon.com; Linda Pavy:Burson Marsteller,+33(6)07-59-43-95, Linda@Pavy@bm.com
Cephalon, Inc. Announces Agreement to Acquire Mepha AG
FRAZER, Philadelphia, AESCH, Switzerland and MAISONS ALFORT, France,February 1 (ots/PRNewswire) -- Cephalon, Inc. announced today that ithas signed an agreement to acquire Mepha AG and its subsidiaries, aprofitable, privately-held, Swiss-based pharmaceutical company. Mephahas specific expertise in innovative dosage formulations and marketsboth generic and branded generic products. The acquisitiondiversifies the company's business mix, doubles the size of itsinternational business, and provides an attractive platform to launchcurrent and future products in new, developed and emerging markets.
Mepha manufactures and markets over 120 products in 50 countriesand recognized sales of approximately CHF 400 million in 2009. Withits exposure to high-growth international markets, and a track recordof innovation, Mepha has achieved compound annual growth rates (CAGR)in sales of more than 13 percent over the last five years. Inaddition to its existing products, Mepha has a broad pipeline ofapproximately 50 chemical entities planned for launch over the nextfive years.
Under the terms of the agreement, Cephalon will purchase MephaAG for CHF 622.5 million, or an estimated $590 million USD, from theMerckle family-owned Mepha Holding AG, subject to adjustments uponclosing. The transaction is expected to close in the next 10-12 weeksupon completion of certain closing conditions, including receipt ofapplicable antitrust approvals. Cephalon expects that the acquisitionwill be accretive to adjusted earnings per share in 2010 and willupdate its 2010 guidance when it reports full year 2009 financialresults on February 11, 2010. In the interim, the company withdrawsits full year 2010 guidance issued on October 27, 2009.
"The addition of Mepha will transform our international businessovernight, expanding our ability to serve global markets and reachpatients in new territories for the first time," said Frank Baldino,Jr., Ph.D., Chairman and CEO of Cephalon. "With this deal, we nowserve all three types of pharmaceutical markets, proprietary branded,generic and branded generic. We believe this balance will increasethe growth and stability of our business," added Baldino.
Alain Aragues, Executive Vice President and President of CephalonEurope, said, "The acquisition of Mepha will help us to significantlygrow our current business and positions us as a more attractivepartner for further business development opportunities in theEuropean, Middle East and African regions."
Dr. Thomas Villiger, CEO of Mepha Group, added, "Mepha andCephalon complement each other as far as markets and products areconcerned. Mepha's leading position on the Swiss market will beimmediately enhanced by the addition of innovative therapies fromCephalon."
Deutsche Bank Securities Inc. served as exclusive financialadvisor to Cephalon.
Cephalon will host a conference call for investors and analystson February 1, 2010, at 9:00 a.m. Eastern Time to discuss thetransaction. A slide presentation will be available on the companywebsite athttp://investors.cephalon.com/phoenix.zhtml?c=81709&p=irol-irhome
February 1, 2010, Schedule 8:10 a.m. EST Company presentation will be made available. 8:50 a.m. EST Conference line opens. To participate in the conference call, dial 913-312-0408 and refer to Conference Code Number 1894492. 9:00 a.m. EST Conference call begins promptly. Simultaneous Webcast
Investors can listen to the call live by logging on to thecompany's website at http://www.cephalon.com and clicking on"Investor Information," then "Webcast." Please click on the link andfollow the prompts for registration and access.
If you are unable to listen to the live broadcast, an audio orwebcast replay of the call will be available approximately two hoursafter the event until Midnight EST, February 8, 2010. To listen tothe audio replay, dial +1-719-457-0820 and use the Conference CodeNumber 1894492.
Additional information presented on the conference call may bemade available on the Investor Information page of the company'swebsite.
About Mepha AG
Founded in 1949, Mepha is a Swiss-based pharmaceutical companymarketing branded and non-branded generics as well as specialtyproducts in more than 50 countries. Mepha develops and manufacturesits products in Aesch/Basel - Switzerland with a strong focus onSwiss-quality standards. Mepha's R & D focuses on the development ofimproved and innovative generics providing additional benefits forpatients. Furthermore, Mepha is active in malaria research offeringinnovative life-saving therapies for adults and children.
Mepha is the leading company on the Swiss generic market, withmore than 120 products in over 500 packaging forms and also providingunique services to healthcare professionals and patients. Mepha hasoperational subsidiaries in Portugal and the Baltics. Throughpartnerships, Mepha markets its products in other European countries,in the Middle East, Africa, South and Central America as well as inAsia. Mepha employs approximately 1,000 people worldwide, 500 of themin Switzerland. For more information on Mepha, visit their website athttp://www.mepha.com.
About Cephalon, Inc.
Cephalon is an international biopharmaceutical company dedicatedto discovering, developing and bringing to market medications fordifficult to treat and rare conditions. Since its inception in 1987,Cephalon has brought first-in-class and best-in-class medicines topatients around the world in several therapeutic areas. Cephalon hasthe distinction of being one of the world's fastest-growingbiopharmaceutical companies, now among the Fortune 1000 and a memberof the S&P 500 Index, employing approximately 3,000 people worldwide.
Cephalon has a growing presence in Europe, the Middle East andAfrica. The Cephalon European headquarters and pre-clinicaldevelopment center are located in Maisons-Alfort, France, justoutside of Paris. Operational subsidiaries are located in the UnitedKingdom, France, Germany, Italy, Spain, the Netherlands (which coversthe entire Benelux region), and Poland (which covers Eastern Europeand Scandinavia). Cephalon Europe markets more than 30 products in 50countries in four therapeutic areas: central nervous system, pain,primary care and oncology.
The company's proprietary products in the United States include:NUVIGIL(R) (armodafinil) Tablets [C-IV], TREANDA(R) (bendamustinehydrochloride) for Injection, AMRIX(R) (cyclobenzaprine hydrochlorideextended-release capsules), FENTORA(R) (fentanyl buccal tablet)[C-II], TRISENOX(R) (arsenic trioxide) injection, GABITRIL(R)(tiagabine hydrochloride), PROVIGIL(R) (modafinil) Tablets [C-IV] andACTIQ(R) (oral transmucosal fentanyl citrate) [C-II]. The companyalso markets numerous products internationally. Full prescribinginformation on its U.S. products is available athttp://www.cephalon.com or by calling +1-800-896-5855.
In addition to historical facts or statements of currentcondition, this press release may contain forward-looking statements.Forward-looking statements provide Cephalon's current expectations orforecasts of future events. These may include statements regardingthe accretive nature of the acquisition of the Mepha Group withrespect to Cephalon's adjusted earnings per share in 2010,anticipated scientific progress on its research programs, developmentof potential pharmaceutical products, interpretation of clinicalresults, prospects for regulatory approval, manufacturing developmentand capabilities, market prospects for its products, sales andearnings guidance, and other statements regarding matters that arenot historical facts. You may identify some of these forward-lookingstatements by the use of words in the statements such as"anticipate," "estimate," "expect," "project," "intend," "plan,""believe" or other words and terms of similar meaning. Cephalon'sperformance and financial results could differ materially from thosereflected in these forward-looking statements due to generalfinancial, economic, regulatory and political conditions affectingthe biotechnology and pharmaceutical industries as well as morespecific risks and uncertainties facing Cephalon such as those setforth in its reports on Form 8-K, 10-Q and 10-K filed with the U.S.Securities and Exchange Commission. Given these risks anduncertainties, any or all of these forward-looking statements mayprove to be incorrect. Therefore, you should not rely on any suchfactors or forward-looking statements. Furthermore, Cephalon does notintend to update publicly any forward-looking statement, except asrequired by law. The Private Securities Litigation Reform Act of 1995permits this discussion.
Contacts: US Media Sheryl Williams +1-610-738-6493 swilliams@cephalon.com European Media Marie-Dominique de La Salle +33(1)49-81-82-48 mddelasalle@cephalon.fr Investors Robert (Chip) Merritt +1-610-738-6376 cmerritt@cephalon.com Linda Pavy Burson Marsteller +33(6)07-59-43-95 Linda@Pavy@bm.com
ots Originaltext: CephalonIm Internet recherchierbar: http://www.presseportal.de
Contact:CONTACT: US Media: Sheryl Williams, +1-610-738-6493,swilliams@cephalon.com; European Media: Marie-Dominique de La Salle,+33(1)49-81-82-48, mddelasalle@cephalon.fr; Investors:Robert (Chip) Merritt, +1-610-738-6376, cmerritt@cephalon.com; Linda Pavy:Burson Marsteller,+33(6)07-59-43-95, Linda@Pavy@bm.com
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