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NOVARTIS INTERNATIONAL AG
Novartis Global
Communications
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Switzerland
http://www.novartis.com
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John Gilardi
Novartis Global Media Kurt Leidner
Relations Sandoz Communications
+41 61 324 3018 (direct) +43 1 260 68 9611 (direct)
+41 79 596 1408 (mobile) +43 1 260 680 (main)
john.gilardi@novartis.com kurt.leidner@sandoz.com
MEDIA RELEASE - COMMUNIQUE AUX MEDIAS - MEDIENMITTEILUNG
NOVARTIS RECEIVES EUROPEAN COMMISSION APPROVAL TO ACQUIRE HEXAL AG, FURTHER STEP
TOWARDS CREATING WORLD LEADER IN GENERICS
BASEL, MAY 27, 2005 - Novartis announced today that it has received approval
from the European Commission to acquire the privately-held generic
pharmaceutical company Hexal AG of Germany. The acquisition is expected to be
completed in early June.
"With the completion of this acquisition, Sandoz will further strengthen its
ability to rapidly bring the best-quality, cost effective generic drugs to
patients and physicians, offering more choices to meet their healthcare needs,"
said Dr. Daniel Vasella, Chairman and CEO of Novartis. "The combined company
will have outstanding management talent, which combined with a dynamic, fast
moving culture, will position the new Sandoz for strong growth and leadership in
the generics business."
Hexal will be integrated into the Sandoz division of Novartis as part of
previously announced strategic acquisitions to create the world leader in the
generic drug industry.
Following the acquisitions, Sandoz will be a leader in generic pharmaceuticals
in Germany and in several other key regions, and will have a strong presence in
Asia and Latin America. The company will have a portfolio of more than 600
active ingredients, in more than 5,000 dosage forms. Sandoz will have a
competitive, broad product portfolio and geographic presence, as well as leading
development and registration capabilities. The combination will significantly
strengthen its technology base, particularly in the application of transdermal
patches, inhalation products, sustained-release implants and multi-particulate
drug-delivery dosage forms, and expand the already strong capabilities in
biopharmaceuticals.
"Thanks to the strength of our integration planning, Sandoz is fully prepared to
rapidly integrate and operate as a unified company," said Dr. Andreas Rummelt,
CEO of Sandoz. "Our major strategy and staffing decisions have been taken, and
we are on course to meet our most ambitious timelines. We will put all our
efforts towards further building our market presence to deliver our products to
patients and physicians worldwide."
After the acquisition, Sandoz will employ more than 20,000 people. Its global
headquarters will be located in Holzkirchen, Germany, by year-end.
On May 23, Novartis initiated a tender offer to acquire the publicly-held shares
of Eon Labs, Inc. (NASDAQ: ELABS), a US generic pharmaceuticals company that has
a strategic partnership with Hexal. The tender offer, set at USD 31.00 per
share, is scheduled to expire on June 20, 2005, and is subject to completion of
the regulatory process and the contemporaneous purchase of a 67.7 percent stake
in Eon Labs from its control shareholder. Novartis is in the process of
responding to a request from the US Federal Trade Commission for additional
information regarding the acquisition of Eon Labs (commonly referred to as a
"second request").
This document contains "forward-looking statements" within the meaning of the US
Private Securities Litigation Reform Act. Forward-looking statements are
statements that are not historical facts and are generally identified by the
words "expects", "anticipates", "believes", "intends",
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"estimates", "will", or similar expressions, or by express or implied
discussions regarding strategies, plans and expectations (including synergies).
These statements include, but are not limited to, financial projections and
estimates and their underlying assumptions, statements regarding the benefits of
the business transactions described herein, including future financial and
operating results. Such statements reflect the current plans, expectations,
objectives, intentions or views of management with respect to future events, are
based on the current beliefs and expectations of management and are subject to
significant risks, uncertainties and assumptions. Management's expectations
could be affected by, among other things, competition in general, the general
economic environment and other risks such as, but not limited to, those referred
to in Novartis AG's Form 20-F on file with the U.S. Securities and Exchange
Commission. Should one or more of these risks or uncertainties materialize, or
should underlying assumptions prove incorrect, actual results may differ
materially from those set forth or implied by the forward-looking statements.
The following factors, among others, could cause actual results to differ
materially from those set forth in the forward-looking statements: the ability
to obtain governmental approvals for the transaction on the proposed terms and
schedule; the risk that the businesses will not be integrated successfully; the
risk that the cost savings and any other synergies from the transaction may not
be fully realized or may take longer to realize than expected; disruption from
the transaction making it more difficult to maintain relationships with
customers, employees or suppliers; social and political conditions such as war,
political unrest and terrorism or natural disasters; and general economic
conditions and normal business uncertainty and competition and its effect on
pricing, spending, third-party relationships and revenues. These forward-looking
statements speak only as of the date of this press release and no undertaking
has been made to update or revise them if there are changes in expectations or
if any events, conditions or circumstances on which any such forward looking
statement is based.
SECURITYHOLDERS OF EON ARE URGED TO READ THE TENDER OFFER STATEMENT LETTER OF
TRANSMITTAL AND OTHER MATERIALS RELATING TO THE TENDER OFFER, AS THEY CONTAIN
IMPORTANT INFORMATION, INCLUDING THE VARIOUS TERMS OF, AND CONDITIONS TO, THE
TENDER OFFER.. SECURITYHOLDERS CAN OBTAIN A COPY OF THE TENDER OFFER STATEMENT.
LETTER OF TRANSMITTAL AND OTHER RELATED MATERIALS FREE OF CHARGE AT THE SEC'S
INTERNET SITE (http://www.sec.gov) OR FROM THE INFORMATION AGENT FOR THE TENDER
OFFER, GEORGESON SHAREHOLDER COMMUNICATIONS INC., BY CALLING (877) 278-4774
(CALL TOLL-FREE). WE URGE EON SECURITYHOLDERS TO CAREFULLY READ THOSE MATERIALS
PRIOR TO MAKING ANY DECISIONS WITH RESPECT TO THE TENDER OFFER.
ABOUT NOVARTIS
Novartis AG (NYSE: NVS) is a world leader in pharmaceuticals and consumer
health. In 2004, the Group's businesses achieved sales of USD 28.2 billion and a
pro forma net income of USD 5.6 billion. The Group invested approximately USD
4.2 billion in R&D. Headquartered in Basel, Switzerland, Novartis Group
companies employ approximately 81,400 people and operate in over 140 countries
around the world. Further information is available at www.novartis.com.
Sandoz, a Novartis company, is a world leader in generic pharmaceuticals and
develops, manufactures and markets these medicines as well as pharmaceutical and
biotechnological active ingredients. Decades of experience and know-how make
Sandoz a renowned partner in pharmaceuticals, biogenerics and industrial
products. Sandoz employs approximately 13,000 people in over 110 countries and
reported sales of USD 3.0 billion in 2004.
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CONTACTS
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JOHN GILARDI
Novartis Global Media Relations
+41 61 324 3018 (direct)
+41 61 324 2200 (main)
john.gilardi@novartis.com
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KURT LEIDNER
Sandoz Communications
+43 1 260 68 9611 (direct)
+43 1 260 680 (main)
kurt.leidner@sandoz.com
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