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Barr Pharmaceuticals, Inc. Prepared To Satisfy FTC Requirements For Potential Acquisition Of Pliva D.D.

Published: Jul 24, 2006

WOODCLIFF LAKE, N.J., July 24 /PRNewswire-FirstCall/ -- Barr Pharmaceuticals, Inc. today announced that it is prepared to satisfy any requirements that the U.S. Federal Trade Commission (FTC) might impose regarding the Company's proposed tender offer to purchase 100% of the shares of PLIVA d.d. , based in Zagreb, Croatia. Consequently, the Company will not include an FTC approval condition in the formal tender offer it intends to file with the Croatian Financial Services Supervisory Agency (HANFA) later this week.

On July 7, 2006, Barr announced that it had made its required Hart-Scott-Rodino submission with the FTC, as well as the required regulatory filings in several other countries including Germany, regarding its proposed acquisition of PLIVA. Since that time, the Company has held detailed discussions with the FTC to resolve issues related to certain overlapping product lines for Barr and PLIVA and is in discussions with third parties regarding the divestiture of these products. The discussions among the parties have progressed to the point that the Company is sufficiently confident that these arrangements will satisfy any FTC concerns and as a result it is prepared to file its formal bid without the condition of FTC final approval.

On July 20, 2006, the Company was notified that its regulatory filing in Germany had received approval. The Company expects to receive final regulatory approval in all jurisdictions prior to an anticipated closing of the tender offer later this year.

"As we anticipated, FTC issues related to this transaction were minimal, as there is very little overlap in our product lines, markets and operations," said Bruce L. Downey, Barr's Chairman and Chief Executive Officer. "As a result of our discussions with the staff of the FTC and with third parties regarding divestiture agreements, we intend to proceed expeditiously in officially filing our tender offer in accordance with Croatian takeover law and HANFA's instructions."

Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act) requires parties to certain transactions to notify the FTC and the U.S. Department of Justice before such transactions can be consummated. The agencies use the review period afforded them under the HSR Act to assess whether the proposed transaction may be anticompetitive and to take any appropriate enforcement action.

Barr reiterated that it has the financial commitments necessary to complete the transaction, and that its offer represents the better business arrangement for PLIVA in that capabilities, facilities, markets and products have very limited, if any, overlap. Among the many synergies, which will increase over time, are:

-- expansion of PLIVA's injectables and creams & ointments technologies into the U.S. market; -- improved operating margins by maximizing PLIVA's production capabilities outside of the United States; -- expanded new product filings through increased R&D investment; -- reduced clinical costs by utilizing PLIVA's bio-study lab resources in Goa, India; -- expanded product offerings in European and Russian markets by introducing select Barr products; and -- utilization of PLIVA's API capabilities to enhance profitability of worldwide generic business. About PLIVA d.d.

PLIVA, established in 1921, is a global generic pharmaceutical company with operations in more than 30 countries worldwide. It is the leading pharmaceutical company based in Central and Eastern Europe (CEE) and has been listed on the Zagreb and London Stock Exchanges since 1996. PLIVA specializes in the development, production and distribution of generic pharmaceutical products, including biologicals, cytostatics, and other value-added generics, as well as active pharmaceutical ingredients.

About Barr Pharmaceuticals, Inc.

Barr Pharmaceuticals, Inc., a holding company that operates through its principal subsidiaries, Barr Laboratories, Inc. and Duramed Pharmaceuticals, Inc., is engaged in the development, manufacture and marketing of generic and proprietary pharmaceuticals.

This announcement does not constitute an offer to sell or invitation to purchase any securities or the solicitation of any vote for approval in any jurisdiction, nor shall there be any sale, issue or transfer of the securities referred to in this announcement in any jurisdiction in contravention of applicable law.

Forward-Looking Statements

Except for the historical information contained herein, the statements made in this press release constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements can be identified by their use of words such as "expects," "plans," "projects," "will," "may," "anticipates," "believes," "should," "intends," "estimates" and other words of similar meaning. Because such statements inherently involve risks and uncertainties that cannot be predicted or quantified, actual results may differ materially from those expressed or implied by such forward-looking statements depending upon a number of factors affecting the Company's business. These factors include, among others: the difficulty in predicting the timing and outcome of legal proceedings, including patent-related matters such as patent challenge settlements and patent infringement cases; the outcome of litigation arising from challenging the validity or non-infringement of patents covering our products; the difficulty of predicting the timing of FDA approvals; court and FDA decisions on exclusivity periods; the ability of competitors to extend exclusivity periods for their products; our ability to complete product development activities in the timeframes and for the costs we expect; market and customer acceptance and demand for our pharmaceutical products; our dependence on revenues from significant customers; reimbursement policies of third party payors; our dependence on revenues from significant products; the use of estimates in the preparation of our financial statements; the impact of competitive products and pricing on products, including the launch of authorized generics; the ability to launch new products in the timeframes we expect; the availability of raw materials; the availability of any product we purchase and sell as a distributor; the regulatory environment; our exposure to product liability and other lawsuits and contingencies; the increasing cost of insurance and the availability of product liability insurance coverage; our timely and successful completion of strategic initiatives, including integrating companies and products we acquire and implementing our new enterprise resource planning system; fluctuations in operating results, including the effects on such results from spending for research and development, sales and marketing activities and patent challenge activities; the inherent uncertainty associated with financial projections; changes in generally accepted accounting principles; and other risks detailed from time-to-time in our filings with the Securities and Exchange Commission, including in our Annual Report on Form 10-K for the fiscal year ended June 30, 2005.

The forward-looking statements contained in this press release speak only as of the date the statement was made. The Company undertakes no obligation (nor does it intend) to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required under applicable law.

[EDITOR'S ADVISORY: Barr Pharmaceuticals, Inc. news releases are available free of charge through PR Newswire's News On-Call site at http://www.prnewswire.com/comp/089750.html. Barr news releases and corporate information are also available on Barr's website (www.barrlabs.com ). For complete indications, warnings and contraindications, contact Barr's Drug Information Department at 1-800-Barr Lab. All trademarks referenced herein are the property of their respective owners.]

Barr Pharmaceuticals, Inc.

CONTACT: Carol A. Cox of Barr Pharmaceuticals, Inc., +1-201-930-3720,ccox@barrlabs.com

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