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Myrl Jeffcoat myrlj@jps.net
22 mars, 2005 10:27
Medicis
buys Inamed for $2.8 billion
By Donna Hogan, Tribune
Scottsdale-based dermatology giant
Medicis Pharmaceutical Co. said Monday it will swallow up rival Inamed Corp.
in a $2.8 billion deal.
The purchase, expected to close
before year end pending approvals, will propel the acquisition-minded local
company into the international market and into the fast growing field of
morbid obesity treatment and the hopedfor renaissance of silicone gel breast
implants. It also would end the heated competition over injectable wrinkle
fillers, including Inamed’s challenge that Medicis infringed on a patented
technolog y for injecting Restylane, the Scottsdale company’s hugely popular
collagen substitute. Leaders of the two fiercely competitive companies
stunned the investment community Monday with news of their pending marriage.
"This is a merger about
growth," said Jonah Shacknai, Medicis chairman. "Imagine what
happens when we put together the leading plastic surgery company and the
leading dermatology company. We think this is going to be an aesthetics
powerhouse. "This will create a company with a global growth platform,
an incredibly strong financial position and greater resources for increasing
(research and development), which is the mother’s milk of all business."
The combined annual sales of the two companies would top $700 million, more
than twice Medicis’ figures alone, and would soar to an estimated $900
million the first year after the merger, Medicis CFO Mark Prygocki said.
If the deal — already approved by
the boards of both companies — meets regulatory and shareholder mus- ter,
Inamed stockholders would receive 1.4205 shares of Medicis stock plus $30 in
cash for each Inamed share — for a total per share value of $75, Prygocki
said. Medicis will borrow $650 million to pay off the cash portion of the
proposal, he said, upping the company’s debt to $1.1 billion. "With cash
flow of more than $300 million in the near future, we should be able to service
this debt comfortably while maintaining flexibility to develop new products
and expand into new markets," Prygocki said. The merger would explode
Medicis’ sales force to more than 1,500 hawking products in 60 countries.
Prygocki said the merged operations
would achieve up to $15 million to $20 million in annual savings. That would not be through significant
reductions in staff, said Inamed chairman and CEO Nick Teti, who is slated to
become Medicis vice chairman after the merger. "Because our businesses are largely
complementary, we anticipate very limited impact on work forces," Teti
said. Besides its nonanimal-based
dermal fillers that directly compete with Restylane, Inamed chips into the
product mix silicone gel-filled breast implants that are sold in other
countries but waiting for U.S. Food and Drug Administration approval; its
so-called lap band, a treatment for morbid obesity; and Reloxin, a botulinum
toxin under development and slated to compete with Botox.
"Inamed has the largest share
of the international and domestic market for breast aesthetics," Teti
said. And, in 2004, sales of the lap
band, "to help people afflicted with the terrible disease of morbid
obesity," soared 40 percent, he said.
Prygocki said there are breakup conditions and fees, which will be
revealed when the company files Securities and Exchange Commission paperwork
within 48 hours of Monday’s announcement.
Medicis will remain based in Scottsdale if the deal gets approval, and
the company will continue to have a presence in Santa Barbara and Fremont,
Calif., and in international locations including Ireland and Costa Rica —
Inamed’s home bases, Shacknai said.
Inamed has operations in 12 countries and businesses in more than 60
countries.
Contact Donna Hogan by email, or
phone (480) 970-2338
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