A Business and Legal Forum on

Consolidation in the Pharmaceutical Industry

Business Drivers, Legal Considerations and Complexities Affecting Today's M&As and Strategic Alliances

Thursday, January 30, 2003

About

How Prepared Are you to Guide Your Company's Direction in the current Atmosphere of Mergermania?

The pharmaceutical industry is experiencing "unprecedented pressure as [it] struggles with a dry spell in its research labs, fights rising competition from generics makers and wrestles with intense pressure on prices from governments and private buyers around the world." (The Wall Street Journal, July 15, 2002). In efforts to relieve this pressure, many industry players are turning to consolidation. Pfizer's proposed acquisition of Pharmacia - which would lead to the creation of the world's largest drug company - has dramatically raised the stakes in this movement toward consolidation. Many industry players are in a frantic search to find a merger partner. However, many other formidable industry players have "stubbornly chosen to go it alone." (The New York Times, August 4, 2002).

Understanding the current business and legal framework in which decisions regarding consolidation in this industry are being made is absolutely essential to your company's future growth and development. This American Conference Institute forum will bring you thoughtful targeted commentary and in-depth analysis from an outstanding faculty of leading pharmaceutical in-house counsel, key executives and advisors, top investment bankers and expert attorneys. They will provide you with their own insights from their own experiences on the most pressing issues affecting consolidation in the industry today.

This is by far the most comprehensive and important program of the year specifically covering the latest legal issues, business trends and economic considerations relative to M&A and other strategic alliances in the pharmaceutical industry.

Contents & Contributors

About

How Prepared Are you to Guide Your Company's Direction in the current Atmosphere of Mergermania?

The pharmaceutical industry is experiencing "unprecedented pressure as [it] struggles with a dry spell in its research labs, fights rising competition from generics makers and wrestles with intense pressure on prices from governments and private buyers around the world." (The Wall Street Journal, July 15, 2002). In efforts to relieve this pressure, many industry players are turning to consolidation. Pfizer's proposed acquisition of Pharmacia - which would lead to the creation of the world's largest drug company - has dramatically raised the stakes in this movement toward consolidation. Many industry players are in a frantic search to find a merger partner. However, many other formidable industry players have "stubbornly chosen to go it alone." (The New York Times, August 4, 2002).

Understanding the current business and legal framework in which decisions regarding consolidation in this industry are being made is absolutely essential to your company's future growth and development. This American Conference Institute forum will bring you thoughtful targeted commentary and in-depth analysis from an outstanding faculty of leading pharmaceutical in-house counsel, key executives and advisors, top investment bankers and expert attorneys. They will provide you with their own insights from their own experiences on the most pressing issues affecting consolidation in the industry today.

This is by far the most comprehensive and important program of the year specifically covering the latest legal issues, business trends and economic considerations relative to M&A and other strategic alliances in the pharmaceutical industry.

Contents & Contributors

THE IMPACT OF SARBANES-OXLEY ON M&A DEAL-MAKING
Charles Nathan, Latham & Watkins (New York, NY)

ANATOMY OF THE PFIZER/PHARMACIA DEAL: HOW DID IT HAPPEN AND WHAT DOES IT MEAN FOR THE INDUSTRY
Keith A. Pagnani, Sullivan & Cromwell (New York, NY)

TO CONSOLIDATE OR NOT CONSOLIDATE
Michael S. Baldock, Lazard (New York, NY)

GROWTH THROUGH MAJOR M&A IS NOT OPTIMAL
Charles E. Schalliol, Eli Lilly & Co. (Indianapolis, IN)

THE EFFECT OF MERGERS AND ACQUISITIONS ON COLLABORATIONS
Joel Goldberg, Millennium Pharmaceuticals, Inc. (Cambridge, MA)
Jonathan Lourie, Edwards & Angell, LLP (Boston, MA)

R & D IN THE MERGED ENITY: IMPORTANT CONSIDERATIONS IN DECIDING HOW TO DEAL WITH NEW AND EXISTING R & D EFFORTS
Paul Blake, Cephalon (West Chester, PA)

R & D IN THE MERGED ENTITY: IMPORTANT CONSIDERATIONS IN STRUCTURING R & D EFFORTS AFTER AN M&A TRANSACTION
Judith A. Hasko, Cooley Goodward LLP (Palo Alto, CA)

ANTITRUST ANALYSIS OF PHARMACEUTICAL MERGERS
David A. Balto, White & Case (Washington, DC)

ANTITRUST CONCERNS RELATIVE TO PHARMACEUTICAL M&A AND OTHER STRATEGIC ALLIANCES IN THE US AND EU
David A. Balto, White & Case (Washington, DC)
Deborah L. Feinstein, Arnold & Porter (Washington, DC)

BRAND DIVESTITURES
William Mongan, AstraZeneca Pharmaceuticals (Wayne, PA)

REALIZING VALUE FROM NEW VENTURE SPIN-OUTS AS AN ALTERNATIVES TO AN M&A TRANSACTION
Steven M. Cohen, Morgan, Lewis & Bockius LLP (Princeton, NJ)

CONSOLIDATION IN THE PHARMACEUTICAL INDUSTRY: IMPACT ON MID-TIER COMPANIES
George J. Lykos, Bayer Corporation (Pittsburgh, PA)
Richard W. Cass, Cutler & Pickering (Washington, DC)


DOCUMENT TYPES: PRESENTATIONS AVAILABLE: 0