ATLANTA--(BUSINESS WIRE)--April 24, 2007--Sciele Pharma, Inc.
(NASDAQ:SCRX) today announced that it has reached an agreement to
acquire Alliant Pharmaceuticals, Inc., a privately held pediatric
specialty pharmaceutical company headquartered in Alpharetta, Georgia.
Sciele will pay $122 million in cash for Alliant, which includes
approximately $12 million in indebtedness to be paid at closing. The
agreement also includes potential payments of up to $55 million based
on meeting certain profit targets and product development targets for
Alliant's products. The agreement was unanimously approved by each
company's Board of Directors. This transaction is subject to approval
under the Hart-Scott-Rodino Antitrust Improvement Act as well as other
customary closing conditions, which is expected to be completed during
the second quarter of 2007.
Alliant Pharmaceuticals is expected to generate revenues of
approximately $50 million to $60 million for the full-year 2007.
Alliant has a field force of approximately 85 people, who will be
retained by Sciele and will form Sciele's new Pediatric sales
division.
Alliant's pediatric product portfolio under promotion includes:
Orapred(R) and Orapred(R) ODT for asthma; Allegra(R) Oral Suspension
for allergies; Methylin(R) Oral Solution and Methylin(R) Chewable
Tablets for attention deficit hyperactivity disorder (ADHD); Lindane
for head lice and scabies; and Rondec(R) Syrup and Rondec(R) DM Oral
Drops for allergies, coughs and colds.
Sciele expects the acquisition of Alliant to provide:
- Diversification and strategic expansion into pediatrics;
- Well-recognized branded pediatric prescription products with
growth potential;
- Solid base of unique or patent-protected products;
- Product pipeline opportunities through life-cycle management,
particularly with Rondec;
- Similar pay-for-performance business model with platform for
potential acquisitions.
Patrick Fourteau, Sciele's Chief Executive Officer and President,
said, "The acquisition of Alliant gives Sciele a much larger presence
in pediatrics, a therapeutic area in which we are involved with our
Furadantin product, and will enable us to maximize the potential of
glycopyrrolate, a Sciele product that is in pivotal phase III clinical
trials for pediatric chronic, moderate-to-severe drooling. We have
known Alliant since its inception, and we believe the integration
between the two companies will be straightforward as we both have
similar pay-for-performance models with an emphasis on speed of
execution."
Mr. Fourteau also noted, "This acquisition should be an excellent
revenue and earnings growth opportunity for Sciele, and meets our
disciplined investment parameters of doing acquisitions that are
accretive to earnings in the near-term."
Mark Pugh, Chief Executive Officer and President of Alliant, said,
"We have successfully grown our company by focusing on marketing
innovative products for children. We have significantly increased
sales in 2006 to more than $40 million from less than $1 million when
the Company was founded in 2004. Now we believe that combining the
strengths of Alliant and Sciele will enable us to accelerate growth of
our existing product line and enable us to more rapidly pursue product
development opportunities, utilizing the financial strength of
Sciele."
When Sciele reports first quarter results on April 26, 2007, the
Company will provide an update on full-year 2007 revenue and earnings
guidance, which will include the impact of the Alliant acquisition.
The Company expects that this acquisition will have a positive effect
on revenues and be accretive to earnings, excluding restructuring
charges, in 2007.
UBS Investment Bank acted as advisor to Sciele Pharma on this
transaction.
About Alliant Pharmaceuticals, Inc.
Alliant Pharmaceuticals, Inc. is a specialty pharmaceutical
company focused on acquiring, developing and commercializing
proprietary products for the pediatric and pediatric specialty
markets. While a unique niche, the pediatric market is one of the
fastest-growing pharmaceutical sectors. Alliant's product focus
includes the sub-specialties of allergy and immunology, psychiatry,
neurology, dermatology, urology and infectious diseases.
About Sciele Pharma, Inc.
Sciele Pharma, Inc. is a pharmaceutical company specializing in
sales, marketing and development of branded prescription products
focused on Cardiovascular/Diabetes and Women's Health. The Company's
Cardiovascular/Diabetes products treat patients with high cholesterol,
hypertension, high triglycerides, unstable angina and Type 2 diabetes,
and its Women's Health products are designed to improve the health and
well-being of women and mothers and their babies. Founded in 1992 and
headquartered in Atlanta, Georgia, Sciele Pharma employs more than 800
people. The Company's success is based on placing the needs of
patients first, improving health and quality of life, and implementing
its business platform - an Entrepreneurial Spirit, Innovation, Speed
of Execution, Simplicity, and Teamwork. For more information about
Sciele Pharma and its products, visit www.sciele.com.
Safe Harbor Statement
This press release contains forward-looking statements that are
subject to risks and uncertainties that could cause actual results to
materially differ from those described. Although we believe that the
expectations expressed in these statements are reasonable, we cannot
promise that our expectations will turn out to be correct. Our actual
results could be materially different from and worse than our
expectations. With respect to such forward-looking statements, we seek
the protections afforded by the Private Securities Litigation Reform
Act of 1995. These risks include, without limitation:
We may not attain expected revenues and earnings. If we are
unsuccessful in obtaining or renewing third party payor contracts for
our products, we may experience reductions in sales levels and
may fail to reach anticipated sales levels. If demand for our products
exceeds our initial expectations or the ability of our suppliers to
provide demand-meeting quantities of product and samples, our future
ability to sell these products could be adversely impacted. The
potential growth rate for our promoted products may be limited by
slower growth for the class of drugs to which our promoted products
belong and unfavorable clinical studies about such class of drugs;
We may encounter problems in the manufacture or supply of our
products, for which we depend entirely on third parties. Strong
competition exists in the sale of our promoted products, which could
adversely affect expected growth of our promoted products' sales or
increase our costs to sell our promoted products. We may not be able
to protect our competitive position for our promoted products from
patent infringers. If generic competitors that compete with any of our
products are introduced, our revenues may be adversely affected.
Certain of our products have experienced manufacturing issues. If
the issues recur and cannot be resolved, our ability to acquire
product for sale and sampling will be adversely affected. We may incur
unexpected costs in integrating new products into our operations.
We may be unable to develop or market line extensions for our
products including Prenate, Sular, Triglide, Nitrolingual, Altoprev
and Fortamet, or, even if developed, obtain patent protection for our
line extensions; further, introductions by us of line extensions of
our existing products may require that we make unexpected changes in
our estimates for future product returns and reserves for obsolete
inventory. If these risks occur, our financial results could be
adversely affected.
If we have difficulties acquiring new products or rights to market
new products from third parties, our financial results could be
adversely impacted. Our licensor/supplier can terminate our rights to
commercialize Nitrolingual and the 60 dose size of this product has
not yet met our expectation.
We depend on a small senior management group, the departure of any
member of which would likely adversely affect our business if a
suitable replacement member could not be retained.
An adverse interpretation or ruling by one of the taxing
jurisdictions in which we operate could adversely impact our operating
results. An adverse judgment in the securities class action litigation
in which we and certain current and former directors and executive
officers are defendants could have a material adverse effect on our
financial results and liquidity. Our business is subject to increasing
government price controls and other healthcare cost containment
measures. Side effects or marketing or manufacturing problems with our
products could result in product liability claims which could be
costly to defend and could result in the withdrawal or recall of
products from the market which would adversely affect our business. We
may be found noncompliant with applicable federal, state or
international laws, rules or regulations which could result in fines
and/or product recalls or otherwise cause us to expend significant
resources to correct such non-compliance.
A small number of customers accounts for a large portion of our
sales and the loss of one of them, or changes in their purchasing
patterns, could result in substantially reduced sales, substantially
and adversely impacting our financial results. If third-party payors
do not adequately reimburse patients for our products, doctors may not
prescribe them.
We rely on operational data obtained from IMS, an industry
accepted data source. IMS data may not accurately reflect actual
prescriptions (for instance, we believe IMS data does not capture all
product prescriptions from some non-retail channels).
Our business and products are highly regulated; the regulatory
status of some of our products makes these products subject to
increased competition and other risks; and we run the risk that we, or
third parties on whom we rely, could violate the governing
regulations.
Some unforeseen difficulties may occur.
The above are some of the principal factors that could cause
actual results to differ materially from those described in the
forward-looking statements included above. These factors are not
intended to represent a complete list of all risks and uncertainties
inherent in our business, and should be read in conjunction with the
more detailed cautionary statements and risk factors included in our
other filings with the Securities and Exchange Commission.
CONTACT: Sciele Pharma, Inc.
Joseph T. Schepers, 678-341-1401
ir@sciele.com
SOURCE: Sciele Pharma, Inc.
