PHARMACY

Warner Chilcott acquires P&G’s pharmaceuticals business

BY Allison Cerra

CINCINNATI A specialty drug maker announced Sunday its acquisition of a global pharmaceuticals business.

Warner Chilcott, a leading specialty pharmaceuticals company based in Ardee, Ireland, announced an agreement for the sale of Procter & Gamble’s portfolio of branded pharmaceutical products for an up-front cash payment of $3.1 billion.

Under the terms of the agreement, Warner Chilcott will acquire P&G’s Asacol HD (mesalamine) Delayed-Release Tablets for ulcerative colitis, Actonel (risedronate sodium) for osteoporosis, and the co-promotion rights to Enablex (darifenacin) for the treatment of overactive bladder, as well as P&G’s prescription drug product pipeline and manufacturing facilities in Puerto Rico and Germany. In addition, the majority of the 2,300 employees working on P&G’s pharmaceuticals business are expected to transfer to Warner Chilcott. Both companies expect the transaction to close by the end of the 2009 calendar year, pending necessary regulatory approvals.

“The acquisition of the P&G pharmaceutical brands and employee talent is a transformational, strategic move for us,” said Roger Boissonneault, president and CEO Warner Chilcott. “The acquisition transforms Warner Chilcott into a global pharmaceutical company, expands our presence in women’s healthcare, establishes us in the urology market in advance of the anticipated launch of our erectile dysfunction treatments, and adds gastroenterology therapies to our product portfolio.”

P&G said it believes Warner Chilcott will be a stronger and better investor in P&G’s pharmaceutical assets, brands and capabilities because of Warner Chilcott’s focus to grow its pharmaceuticals business, versus P&G’s decision to prioritize investments on its consumer health care businesses.

The sale of P&G’s pharmaceuticals business to Warner Chilcott for a price of $3.1 billion will result in a one-time earnings increase for P&G of approximately $1.4 billion after-tax, or approximately $0.44 per share. P&G also said it expects EPS dilution in the range of $0.10 to $0.12 per share in fiscal year 2010 due to the lost earnings from the business and stranded overhead costs. These figures assume the transaction will close on November 1, 2009. P&G said that annualized EPS dilution would likely be in the range of $0.16 to $0.18 per share. The specific timing for the completion of the transaction will be subject to certain regulatory approvals and other conditions set forth in the purchase agreement. If the actual closing timing differs from the date noted above, there will be adjustments to the sale price, per the agreement between the companies. Updated financial impacts will be provided when the transaction is completed.

For Warner Chilcott, the acquisition expands its presence in existing specialty pharmaceutical markets and provides access to new physician offices in 14 countries. In addition, Warner Chilcott will acquire P&G’s pharmaceutical development capabilities and clinical pipeline, which is expected to broaden Warner Chilcott’s product portfolio in future years. On a preliminary, unaudited basis, P&G’s pharmaceuticals business had revenues of approximately $2.3 billion, and net income of approximately $540 million for the year ended June 30, 2009. Warner Chilcott intends to finance the acquisition with debt proceeds and has received commitments from a group of lenders to provide senior secured debt facilities and a senior unsecured bridge facility.

“This move enables us to focus singularly on winning in consumer health care – personal health care, oral care and feminine care,” said Bob McDonald, president and CEO, Procter & Gamble.

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Roadside Medical Clinic + Lab to open 11 new sites

BY Antoinette Alexander

LAS VEGAS Roadside Medical Clinic + Lab, which operates a network of retail health clinics for over-the-road professional truck drivers, announced on Thursday that emergency room physician Royce Brough has received licenses for 11 sites throughout six states.

Brough, a practicing emergency room physician with more than 35 years of experience, will be opening a location in Oklahoma City, Okla., within the next 90 days followed by Dallas in the first quarter 2010. The remaining sites, to be located in California, New Mexico, New Jersey and Indiana, will be open “as quickly as possible.”

“Keeping with our mission to deliver convenient healthcare to professional drivers coast to coast we are pleased to be working with Dr. Royce Brough to grow a national network of velocity through franchising and licensing,” stated Bob Perry, president of Roadside Medical Clinic + Lab and vice chair of the American Transportation Association Safety Management Council’s Health & Wellness Working Group. “Dr. Brough is an accomplished physician and we are fortunate to have him on board with Roadside Medical Clinic + Lab.”

Brough is also founder of The Brough Group and Hospital Physicians of America.

Roadside Medical Clinic + Lab began offering franchising and licensing opportunities within a limited number of markets in February 2009. Since then the company has secured sites in Tennessee, Arkansas, Illinois and Georgia.

Through an exclusive partnership with Pilot Travel Centers, the company provides cost-effective convenient care medical services including DOT physicals and compliance, wellness programs, sleep apnea studies and treatment and nutritional products for drivers. Pilot is the largest operator of truck stops in the United States with more than 300 locations in 41 states. Roadside Medical Clinic + Lab has planned for a total of 80 sites throughout the United States located exclusively at Pilot Travel Centers in order to meet the needs of the 4.2 million over-the-road professional drivers.

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Bristol-Myers Squibb extends deadline for Medarex acquisition

BY Alaric DeArment

NEW YORK Drug maker Bristol-Myers Squibb has extended its acquisition offer for a biotech company that uses a proprietary technology platform to develop treatments for chronic diseases, Bristol announced Thursday.

The New York-based pharmaceutical giant announced that its tender offer for Medarex would expire at midnight on Wednesday. It had originally been scheduled to expire Monday. Medarex develops monoclonal antibodies for cancer, inflammatory and autoimmune diseases using its UltiMAb technology.

Bristol said that more than 11.5 million shares of Medarex had been tendered and that Medarex shareholders would receive $16 per share upon the closing of the deal.

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