EX-99.1
3
a05-22242_1ex99d1.htm
EXHIBIT 99.1
Exhibit 99.1
News
Media Contact:
Steve Holzman
610-738-6126
sholzman@cephalon.com
Investor Contact:
Chip Merritt
610-738-6376
cmerritt@cephalon.com
For Immediate Release
Cephalon, Inc.
Completes Acquisition of Zeneus Holdings Limited
FRAZER, Pa., December 22, 2005 -
Cephalon, Inc. (Nasdaq: CEPH) announced that today it has completed its
previously announced acquisition of all of the outstanding share capital of
Zeneus Holdings Limited, a privately held company backed by funds advised by
Apax Partners. As a result of the
acquisition, Zeneus is now a wholly owned subsidiary of Cephalon.
Cephalon expects the transaction to generate approximately $100 million
in additional sales next year and to be neutral to earnings in 2006 and accretive
to earnings thereafter.
Cephalon, Inc.
Founded in 1987, Cephalon, Inc. is an
international biopharmaceutical company dedicated to the discovery, development
and marketing of innovative products to treat sleep and neurological disorders,
cancer and pain. Cephalon currently employs more than 2,600 people in the
United States and Europe. U.S. sites include the company's headquarters in
Frazer, Pennsylvania, and offices, laboratories or manufacturing facilities in
West Chester, Pennsylvania, Salt Lake City, Utah, and suburban Minneapolis,
Minnesota. Cephalon's European headquarters are located in Maisons-Alfort,
France and other European offices are located in Guildford, England, and
Martinsried, Germany.
The
company currently markets four proprietary products in the United States:
PROVIGIL
®
(modafinil) [C-IV], GABITRIL
®
(tiagabine
hydrochloride), ACTIQ
®
(oral transmucosal fentanyl citrate) [C-II]
and TRISENOX
®
(arsenic trioxide) injection, and more than 20
products internationally. Full prescribing information on its U.S. products is
available at www.cephalon.com or by calling 1-800-896-5855.
* * *
In addition to historical facts or statements
of current condition, this press release may contain forward-looking
statements. Forward-looking statements provide Cephalon's
SOURCE: Cephalon, Inc. •
41 Moores Road
•
Frazer, PA 19355
•
(610) 344-0200
•
Fax (610) 344-0065
current expectations or forecasts of future
events. These may include statements regarding anticipated scientific progress
on its research programs, development of potential pharmaceutical products,
interpretation of clinical results, prospects for regulatory approval,
manufacturing development and capabilities, market prospects for its products,
sales and earnings guidance, including the impact resulting from the
acquisition of Zeneus, and other statements regarding matters that are not
historical facts. You may identify some of these forward-looking statements by
the use of words in the statements such as "anticipate", "estimate", "expect", "project,"
"intend", "plan", "believe" or other words and terms of similar meaning.
Cephalon's performance and financial results could differ materially from those
reflected in these forward-looking statements due to general financial,
economic, regulatory and political conditions affecting the biotechnology and
pharmaceutical industries as well as more specific risks and uncertainties
facing Cephalon such as those set forth in its reports on Form 8-K, 10-Q
and 10-K filed with the U.S. Securities and Exchange Commission. Given these
risks and uncertainties, any or all of these forward-looking statements may
prove to be incorrect. Therefore, you should not rely on any such factors or
forward-looking statements. Furthermore, Cephalon does not intend to update
publicly any forward-looking statement, except as required by law. The Private
Securities Litigation Reform Act of 1995 permits this discussion.
# # #
2

EX - 99 . 1 3 a05 - 22242 _ 1ex99d1 . htm EXHIBIT 99 . 1 Exhibit 99 . 1 News Media Contact : Steve Holzman 610 - 738 - 6126 sholzman@cephalon.com Investor Contact : Chip Merritt 610 - 738 - 6376 cmerritt@cephalon.com For Immediate Release Cephalon , Inc . Completes Acquisition of Zeneus Holdings Limited FRAZER , Pa . , December 22 , 2005 - Cephalon , Inc . ( Nasdaq : CEPH ) announced that today it has completed its previously announced acquisition of all of the outstanding share capital of Zeneus Holdings Limited , a privately held company backed by funds advised by Apax Partners . As a result of the acquisition , Zeneus is now a wholly owned subsidiary of Cephalon . Cephalon expects the transaction to generate approximately $ 100 million in additional sales next year and to be neutral to earnings in 2006 and accretive to earnings thereafter . Cephalon , Inc . Founded in 1987 , Cephalon , Inc . is an international biopharmaceutical company dedicated to the discovery , development and marketing of innovative products to treat sleep and neurological disorders , cancer and pain . Cephalon currently employs more than 2,600 people in the United States and Europe . U . S . sites include the company 's headquarters in Frazer , Pennsylvania , and offices , laboratories or manufacturing facilities in West Chester , Pennsylvania , Salt Lake City , Utah , and suburban Minneapolis , Minnesota . Cephalon 's European headquarters are located in Maisons - Alfort , France and other European offices are located in Guildford , England , and Martinsried , Germany . The company currently markets four proprietary products in the United States : PROVIGIL ® ( modafinil ) [ C - IV ] , GABITRIL ® ( tiagabine hydrochloride ) , ACTIQ ® ( oral transmucosal fentanyl citrate ) [ C - II ] and TRISENOX ® ( arsenic trioxide ) injection , and more than 20 products internationally . Full prescribing information on its U . S . products is available at www.cephalon.com or by calling 1 - 800 - 896 - 5855 . * * * In addition to historical facts or statements of current condition , this press release may contain forward - looking statements . Forward - looking statements provide Cephalon 's SOURCE : Cephalon , Inc . • 41 Moores Road • Frazer , PA 19355 • ( 610 ) 344 - 0200 • Fax ( 610 ) 344 - 0065 current expectations or forecasts of future events . These may include statements regarding anticipated scientific progress on its research programs , development of potential pharmaceutical products , interpretation of clinical results , prospects for regulatory approval , manufacturing development and capabilities , market prospects for its products , sales and earnings guidance , including the impact resulting from the acquisition of Zeneus , and other statements regarding matters that are not historical facts . You may identify some of these forward - looking statements by the use of words in the statements such as " anticipate " , " estimate " , " expect " , " project , " " intend " , " plan " , " believe " or other words and terms of similar meaning . Cephalon ' s performance and financial results could differ materially from those reflected in these forward - looking statements due to general financial , economic , regulatory and political conditions affecting the biotechnology and pharmaceutical industries as well as more specific risks and uncertainties facing Cephalon such as those set forth in its reports on Form 8 - K , 10 - Q and 10 - K filed with the U . S . Securities and Exchange Commission . Given these risks and uncertainties , any or all of these forward - looking statements may prove to be incorrect . Therefore , you should not rely on any such factors or forward - looking statements . Furthermore , Cephalon does not intend to update publicly any forward - looking statement , except as required by law . The Private Securities Litigation Reform Act of 1995 permits this discussion . # # # 2