Processing Magazine

Valeant Pharmaceuticals to acquire Medicis Pharmaceutical Corp.

September 4, 2012

MONTREAL and SCOTTSDALE, Ariz. — Valeant Pharmaceuticals International and Medicis Pharmaceutical Corp. have entered into a definitive agreement under which Valeant will acquire all of the outstanding common stock of Medicis for $44.00 per share in cash. The transaction, which values Medicis'' common stock at approximately $2.6 billion, was unanimously approved by the Boards of Directors of both companies.

The $44.00 per share price represents a 39% premium to Medicis'' closing share price on Friday, August 31, 2012, the last trading day prior to announcement, and a 31% premium to the three-month average trading price. The transaction is expected to close in the first half of 2013.

Medicis'' portfolio includes leading prescription brands SOLODYN®, RESTYLANE®, PERLANE®, ZIANA®, DYSPORT® and ZYCLARA®. The pro forma net revenue for the combined company''s dermatology and aesthetics businesses for 2012 is expected to exceed $1.7 billion within the United States.

Valeant''s Chairman and Chief Executive Officer, J. Michael Pearson, said, "The acquisition of Medicis represents a significant next step in our journey to become the leader in dermatology by strengthening Valeant''s presence in acne, actinic keratosis, aesthetic injectables and anti-virals, among others. Medicis'' highly complementary portfolio of leading branded products and promising pipeline is a solid strategic fit, and we look forward to leveraging Medicis'' well known and respected name in dermatology to drive long-term growth."