-- Combination Strengthens sanofi-aventis' Strategy to Accelerate Growth
Through Innovation, Geographic Expansion and External Growth
-- Chattem Provides Strong Platform for Conversion of some of
sanofi-aventis' Prescription Medicines to Over-the-Counter Products
-- Chattem Management to Lead the U.S. Consumer Healthcare Division of
sanofi-aventis, to be Headquartered in
Over-the-counter ("OTC") and consumer brands are core growth platforms identified in sanofi-aventis' broader strategy for achieving sustainable growth. Although the Group will generate around
Chattem is approximately 130 years old and is a leading manufacturer and marketer of branded consumer healthcare products, toiletries and dietary supplements across niche market segments in the
Sanofi-aventis also announced today that it will seek to convert its antihistamine brand known as Allegra® (fexofenadine HCl) in the
"The acquisition of Chattem will be a significant milestone in sanofi-aventis' transformation strategy and will provide us with the ideal platform in the U.S. consumer healthcare market, which represents 25 percent of the current worldwide opportunity," said Christopher A. Viehbacher, Chief Executive Officer of sanofi-aventis. "In addition, we believe our ability to convert prescription medicines to OTC products will be enhanced by Chattem's leading sales, marketing and distribution channels. We have great respect for Chattem's world-class management team, which has an excellent track record of sales and earnings growth based on building strong brands. With the potential access to switch products such as Allegra®, I believe this team will take Chattem to even higher levels."
"This transaction offers immediate and significant value for Chattem's shareholders and important benefits to our employees, customers and community," said Zan Guerry, Chairman and Chief Executive Officer of Chattem. "I am excited to work with the sanofi-aventis team to capture the significant growth opportunities this combination creates, as highlighted by the planned launch of Allegra®. Chattem will form the base of a new consumer healthcare business in the
Under the terms of the agreement, sanofi-aventis will commence a tender offer for all outstanding shares of Chattem at
The transaction is expected to be accretive to sanofi-aventis' earnings as early as year one. This acquisition will allow sanofi-aventis to optimize and retain the full value of the Allegra® switch to an OTC product. Also, significant revenue synergies should be obtained through the expansion of Chattem's products into geographic markets where sanofi-aventis has a strong operating presence, particularly in emerging markets.
Zan Guerry and the senior leadership team of Chattem have agreed to lead sanofi-aventis' U.S. consumer health division following the close of the transaction. Additionally, sanofi-aventis is committed to Chattem's current operations and entrepreneurial spirit as it builds a sizeable presence in the U.S. consumer healthcare market. Sanofi-aventis announced it would maintain both of Chattem's existing manufacturing facilities and will continue construction on the third. The corporate brand of Chattem will also be maintained.
For additional information on the transaction, please visit the following Web site:
http://multivu.prnewswire.com/mnr/sanofi-aventis_chattem/41630
Sanofi-aventis will hold a call for investors and analysts today at
France: + 33 (0)1 72 00 09 86 UK: + 00 44 (0) 203 367 94 56 US: + 1 866 907 59 28
An Audio Replay will be available until
France: + 33(0)1 72 00 15 00 UK: + 44(0) 2033679460 US: + 1 877 64 230 18 Access code: 269150 followed by the number sign
Chattem will hold a call for investors and analysts today at
US Dial In No. 800.510.9661 International Dial In No. 617.614.6452 Participant code 37400399
An Audio Replay will be available from
US Dial In No. 888.286.8010 International Dial in No. 617.801.6888 Code 59761358
Sanofi-aventis Forward-Looking Statements
This press release contains forward-looking statements. Forward-looking statements are statements that are not historical facts. These statements include product development, product potential projections and estimates and their underlying assumptions, statements regarding plans, objectives, intentions and expectations with respect to future events, operations, products and services, and statements regarding future performance. Forward-looking statements are generally identified by the words "expects," "anticipates," "believes," "intends," "estimates," "plans" and similar expressions. Although sanofi-aventis management believes that the expectations reflected in such forward-looking statements are reasonable, investors are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond the control of sanofi-aventis, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. These risks and uncertainties include among other things, the uncertainties inherent in research and development, future clinical data and analysis, including post marketing, decisions by regulatory authorities, such as the FDA or the EMEA, regarding whether and when to approve any drug, device or biological application that may be filed for any such product candidates as well as their decisions regarding labeling and other matters that could affect the availability or commercial potential of such products candidates, the absence of guarantee that the products candidates if approved will be commercially successful, the future approval and commercial success of therapeutic alternatives as well as those discussed or identified in the public filings with the SEC and the AMF made by sanofi-aventis, including those listed under "Risk Factors" and "Cautionary Statement Regarding Forward-Looking Statements" in sanofi-aventis' annual report on Form 20-F for the year ended
Chattem Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws. Statements that are not historical facts, including statements about our beliefs and expectations, are forward-looking statements. Forward-looking statements include statements preceded by, followed by or that include the words, "believes," "expects," "anticipates," "plans," "estimates" or similar expressions. Examples of forward-looking statements in this press release include references to our announced transaction with sanofi-aventis. Forward-looking statements are only predictions and are not guarantees of performance. These statements are based on beliefs and assumptions of management, which in turn are based on currently available information. The forward-looking statements also involve risks and uncertainties, which could cause actual results to differ materially from those contained in any forward-looking statement. Many of these factors are beyond our ability to control or predict. Important factors that could cause actual results to differ materially from those contained in any forward-looking statement include, but are not limited to, the risk factors disclosed in our Annual Report on Form 10-K for the year ended
Important Additional Information: The tender offer described in this release has not yet commenced and this release is neither an offer to purchase nor a solicitation of an offer to sell shares of Chattem. At the time the tender offer is commenced, River Acquisition Corp. and sanofi-aventis will file a Tender Offer Statement on Schedule TO, containing an offer to purchase, form of letter of transmittal and related tender offer documents, with the U.S. Securities and Exchange Commission (the "SEC") and Chattem will file a Solicitation/Recommendation Statement on Schedule 14D-9 relating to the tender offer with the SEC. Sanofi-aventis and Chattem intend to mail these documents to the shareholders of Chattem. These documents will contain important information about the tender offer and shareholders of Chattem are urged to read them carefully when they become available. Shareholders of Chattem will be able to obtain a free copy of these documents, when they become available, at the website maintained by the SEC at www.sec.gov.
About sanofi-aventis
Sanofi-aventis, a leading global pharmaceutical company, discovers, develops and distributes therapeutic solutions to improve the lives of everyone. Sanofi-aventis is listed in
About Chattem
Chattem, Inc. is a leading marketer and manufacturer of a broad portfolio of branded OTC healthcare products, toiletries and dietary supplements. The Company's products target niche market segments and are among the market leaders in their respective categories across food, drug and mass merchandisers. The Company's portfolio of products includes well-recognized brands such as Icy Hot®, Gold Bond®, Selsun Blue®, ACT®, Cortizone-10® and Unisom®. Chattem conducts a portion of its global business through subsidiaries in the
For sanofi-aventis: For Chattem: Jean-Marc Podvin Chuck Burgess/Tom Johnson Corporate Communications Abernathy MacGregor Group +33 (1) 53 77 42 23 +1 212 371-5999
Lisa Buffington U.S. Communications +1 908 981-6569
Christian Marcoux, M.Sc. Director, Communications sanofi-aventis Canada +1 514 956-4275