MONTREAL, April 22, 2013 /PRNewswire/ -- Valeant
Pharmaceuticals International, Inc. (NYSE: VRX and TSX: VRX)
announced that the applicable waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976 ("HSR") with
respect to the previously announced tender offer by its indirect
wholly-owned subsidiary, Odysseus Acquisition Corp. ("Purchaser"),
for all of the outstanding shares of common stock of Obagi Medical
Products, Inc. (NASDAQ: OMPI) ("Obagi") at a price of $24.00 per share, net to the seller in cash,
without interest (less any required withholding taxes) and
subsequent merger of Purchaser with Obagi expired at 11:59 p.m., New York
City time April 19, 2013.
The expiration of the HSR waiting period satisfies one of the
conditions to consummate the tender offer.
The completion of the tender offer is also conditioned on
approval of the transactions by the Antimonopoly Committee of
Ukraine (the "AMC") for purposes
of compliance with applicable Ukrainian antimonopoly law and the
tender of a majority of the outstanding shares of common stock of
Obagi (on a fully diluted basis). A joint application seeking
approval of the tender offer and subsequent merger was submitted by
Valeant and Obagi to the AMC on March 26,
2013. Although there can be no guarantee or assurance,
Valeant believes it is possible that the parties may receive
approval from the AMC in the near future. Valeant expects to
complete the tender offer and consummate the merger promptly after
the AMC's approval of the acquisition is received.
About Valeant Pharmaceuticals International, Inc.
Valeant Pharmaceuticals International, Inc. (NYSE/TSX: VRX) is a
multinational specialty pharmaceutical company that develops,
manufactures and markets a broad range of pharmaceutical products
primarily in the areas of neurology, dermatology and branded
generics. More information about Valeant Pharmaceuticals
International, Inc. can be found at www.valeant.com.
Forward Looking Statements
This press release contains forward-looking statements
regarding, among other things, the proposed acquisition by Valeant
of Obagi, satisfaction of closing conditions and the timing of
closing. Statements including words such as "believes,"
"expects," "anticipates," "intends," "estimates," "plan," "will,"
"may," "intend," "guidance" or similar expressions are
forward-looking statements. Because these statements reflect
Valeant's current views, expectations and beliefs concerning future
events, these forward-looking statements involve risks and
uncertainties. Investors should note that many factors could affect
the proposed business combination of the companies and could cause
actual results to differ materially from those expressed in
forward-looking statements contained in this press release. These
factors include, but are not limited to: the risk that the
acquisition will not close when expected or at all; the risk that
Valeant's business and/or Obagi's business will be adversely
impacted during the pendency of the acquisition; the risk that the
operations of the two companies will not be integrated
successfully; and other risks and uncertainties, including those
detailed from time to time in the companies' periodic reports filed
with the Securities and Exchange Commission ("SEC") and in the case
of Valeant, the Canadian Securities Administrators ("CSA"),
including current reports on Form 8-K, quarterly reports on Form
10-Q and annual reports on Form 10-K, particularly the discussion
under the caption "RISK FACTORS" in their annual reports on Form
10-K for the year ended December 31,
2012, which have been filed with the SEC and in the case of
Valeant, the CSA. The forward-looking statements in this press
release are qualified by these risk factors. These are factors
that, individually or in the aggregate, could cause the companies'
actual results to differ materially from expected and historical
results. The companies assume no obligation to publicly update any
forward-looking statements, whether as a result of new information,
future developments or otherwise.
Additional Information and Where to Find It
This press release is neither an offer to purchase nor a
solicitation of an offer to sell shares of Obagi. Valeant filed a
Tender Offer Statement on Schedule TO with the U.S. Securities and
Exchange Commission on March 26,
2013, as amended on April 4,
2013, April 5, 2013 and
April 12, 2013. Obagi filed a
Solicitation/Recommendation Statement on Schedule 14D-9 with
respect to the offer on March 26,
2013, as amended on April 2,
2013, April 3, 2013,
April 4, 2013, April 5, 2013 and April
12, 2013. Stockholders and other investors are
urged to read the tender offer materials (including the Offer to
Purchase, a related Letter of Transmittal and certain other offer
documents) and the Solicitation/Recommendation Statement, in each
case as amended (to the extent applicable), because they contain
important information which should be read carefully before any
decision is made with respect to the tender offer. The Offer to
Purchase, the related Letter of Transmittal and certain other offer
documents, as well as the Solicitation/Recommendation Statement,
have been made available to all stockholders of Obagi at no expense
to them. The Tender Offer Statement and the
Solicitation/Recommendation Statement are available for free at the
Commission's web site at www.sec.gov. In addition, the tender offer
statement and other documents that Valeant files with the SEC are
and will be made available to all stockholders of Obagi free of
charge at www.valeant.com. The Solicitation/Recommendation
Statement and the other documents filed by Obagi with the SEC are,
and will be, made available to all stockholders of Obagi free of
charge at www.obagi.com.
Contact Information:
Laurie
W. Little
949-461-6002
laurie.little@valeant.com
(Logo:
http://photos.prnewswire.com/prnh/20101025/LA87217LOGO)
SOURCE Valeant Pharmaceuticals International, Inc.