Sandoz to acquire Fougera Pharmaceuticals, becoming the number one generic dermatology medicines company globally and in the US
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Novartis International AG /
Sandoz to acquire Fougera Pharmaceuticals, becoming the number one generic
dermatology medicines company globally and in the US
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* Definitive agreement to acquire Fougera Pharmaceuticals for USD 1.525
billion in an all-cash transaction
* Acquisition of Fougera makes Sandoz, the generics division of Novartis, the
number one generic dermatology medicines company globally and in the US,
strengthening Sandoz's differentiated products strategy by complementing its
existing global leadership positions in biosimilars and generic injectables,
anti-infectives, and ophthalmics
* US dermatology generics is an attractive industry segment, with 2011 sales
of USD 2.1 billion and strong double-digit growth in recent years
Basel, May 2, 2012 - Novartis has signed a definitive agreement to acquire
specialty dermatology generics company Fougera Pharmaceuticals. Under the terms
of the agreement, Novartis will acquire the business, which is based in
Melville, New York, for USD 1.525 billion in an all-cash transaction.
The sellers are comprised of a consortium of private equity funds led by Nordic
Capital, DLJ Merchant Banking (a Credit Suisse affiliate) and Avista Capital
Partners.
The acquisition creates another strong global growth platform for Sandoz, the
generic pharmaceuticals division of Novartis. Based on 2011 IMS data, the
combined businesses will become the #1 global company in generic dermatology
medicines, with estimated annual global sales of nearly USD 620 million,
primarily in the US.[1] Fougera has strong dermatology development and
manufacturing expertise, with numerous launches planned for 2012 and beyond.
"The addition of Fougera's leading portfolio further strengthens Sandoz's
differentiated products strategy and improves our ability to help patients and
customers around the world by providing easier access to high quality,
affordable dermatological medicines. Fougera brings us valuable technical
capabilities in the area of topical dermatological products, particularly in the
development and manufacturing of semi-solid forms such as creams and ointments,"
said Jeff George, Global Head of Sandoz.
"Fougera and Sandoz serve many of the same customers in the US, creating
significant sales and cost synergies with Sandoz's sizeable US generics
business," said Don DeGolyer, President of Sandoz US. "We welcome the team from
Fougera Pharmaceuticals into Sandoz and Novartis."
Sandoz will leverage its leading position both in the US generics sector and its
presence in over 130 countries worldwide to expand Fougera's existing sales base
and bring its broad dermatology portfolio to new markets around the world.
Fougera is a specialty dermatology business with 2011 net sales of USD 429
million, and employs approximately 700 people across its two primary sites,
located in New York. Fougera Pharmaceuticals operates two main businesses:
Fougera, a leading player in the USD 2.1 billion US dermatology generics
sector[2] with 45 products and more than 200 SKUs and PharmaDerm, a branded
specialty pharma business with 17 brands and over 40 SKUs.
The transaction requires regulatory approvals and is expected to be completed in
the second half of 2012. Based on Fougera Pharmaceuticals' 2011 earnings before
interest, taxes, depreciation, and amortization (EBITDA) of USD 173 million, the
acquisition represents a multiple of 8.8 times. The transaction is expected to
be accretive to core earnings per share (EPS) and will be financed from the
Group's existing cash resources and cash flow. The transaction meets Novartis'
strict financial criteria for acquisitions relative to targeted cash flow return
on investment (CFROI) metrics.
Disclaimer
These materials contain forward-looking statements that can be identified by
terminology such as "to acquire," "will," "planned," "expected," or similar
expressions, or by express or implied discussions regarding the expected
completion of the acquisition of Fougera, and the timing of the completion; the
potential impact of the acquisition of Fougera on Sandoz and Novartis; and
potential future sales or earnings of the Novartis Group or any of its
divisions; or by discussions of strategy, plans, expectations or intentions. You
should not place undue reliance on these statements. Such forward-looking
statements reflect the current views of the Group regarding future events, and
involve known and unknown risks, uncertainties and other factors that may cause
actual results to be materially different from any future results, performance
or achievements expressed or implied by such statements. There can be no
guarantee that the proposed acquisition of Fougera will be completed in the
expected form or within the expected time frame or at all. Nor can there be any
guarantee that Novartis or its Sandoz Division will achieve any particular
future financial results or future growth rates or that Novartis or Sandoz will
be able to realize any potential synergies, strategic benefits or opportunities
as a result of the proposed acquisition. In particular, management's
expectations could be affected by, among other things, unexpected regulatory
actions or delays or government regulation generally; disruptions from the
integration of Fougera making it more difficult to maintain business and
operational relationships, and relationships with key employees; unexpected
product manufacturing issues; uncertainties involved in the development of new
generic pharmaceutical products; unexpected patent litigation outcomes;
unexpected inabilities to obtain or maintain exclusivity periods for developed
products; competition in general; government, industry, and general public
pricing and other political pressures; the impact that the foregoing factors
could have on the values attributed to the Group's assets and liabilities as
recorded in the Group's consolidated balance sheet; and other risks and factors
referred to in Novartis AG's current Form 20-F on file with the US Securities
and Exchange Commission. Should one or more of these risks or uncertainties
materialize, or should underlying assumptions prove incorrect, actual results
may vary materially from those described herein as anticipated, believed,
estimated or expected. Novartis is providing the information in these materials
as of this date and does not undertake any obligation to update any forward-
looking statements as a result of new information, future events or otherwise.
About Novartis
Novartis provides innovative healthcare solutions that address the evolving
needs of patients and societies. Headquartered in Basel, Switzerland, Novartis
offers a diversified portfolio to best meet these needs: innovative medicines,
eye care, cost-saving generic pharmaceuticals, preventive vaccines and
diagnostic tools, over-the-counter and animal health products. Novartis is the
only global company with leading positions in these areas. In 2011, the Group's
continuing operations achieved net sales of USD 58.6 billion, while
approximately USD 9.6 billion (USD 9.2 billion excluding impairment and
amortization charges) was invested in R&D throughout the Group. Novartis Group
companies employ approximately 124,000 full-time-equivalent associates and
operate in more than 140 countries around the world. For more information,
please visit http://www.novartis.com.
Novartis is on Twitter. Sign up to follow (at)Novartis at
http://twitter.com/novartis.
About Fougera
Fougera Pharmaceuticals Inc. operates two primary divisions in the US focused on
specialty pharmaceuticals in dermatology: Fougera, its generic dermatology
medicines business, and PharmaDerm, its branded dermatology business. Founded
in 1849, the Fougera division is the leading manufacturer and distributor of a
wide range of topical products. The PharmaDerm division is dedicated to
developing and commercializing novel prescription products to treat diseases and
conditions of the skin - the largest organ of the human body. For more
information on Fougera's complete line of products, please call Customer Service
at (800) 645-9833 or visit the company online at www.fougera.com. Information
on PharmaDerm products can be found online at www.pharmaderm.com and savage
products at savagelabs.com.
References
[1] IMS MIDAS at gross ex-manufacturer prices
[2] IMS MIDAS at gross ex-manufacturer prices, excluding OTC
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Datum: 02.05.2012 - 16:15 Uhr
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