Published: January 30, 2012
PharMerica Comments on FTC Decision to Block Omnicare's Hostile Tender Offer
LOUISVILLE, Ky. - (BUSINESS WIRE) - PharMerica Corporation (NYSE:PMC), a national provider of institutional
pharmacy and hospital pharmacy management services, today commented on
the decision by the Federal Trade Commission (FTC) to sue to block
Omnicare's (NYSE: OCR) unsolicited offer to acquire PharMerica.
"We are pleased the FTC has made a prompt decision to resolve the
competitive issues surrounding Omnicare's attempted hostile takeover of
PharMerica Corporation," said Gregory S. Weishar, PharMerica Chief
Executive Officer. "As we have said from the beginning, we believed
antitrust clearance would be difficult to achieve and, with that belief
now confirmed, we hope that Omnicare will end its hostile pursuit of
PharMerica.
"We believe PharMerica is well positioned to deliver outstanding value
for customers and stockholders as we pursue our strategic initiatives
and head into the accelerating wave of generic drug conversions in 2012
and beyond."
Deutsche Bank Securities Inc. is acting as financial advisor and Holland
& Knight LLP and Covington & Burling LLP are acting as legal advisors to
PharMerica.
About PharMerica
PharMerica Corporation is a leading institutional pharmacy services
company servicing healthcare facilities in the United States. PharMerica
operates institutional pharmacies in 44 states. PharMerica's customers
are institutional healthcare providers, such as nursing centers,
assisted living facilities, hospitals and other long-term care
providers. The Company also provides pharmacy management services to
long-term care hospitals.
Additional Information
This communication does not constitute an offer to buy or solicitation
of an offer to sell any securities. In response to the tender offer,
PharMerica filed a solicitation/recommendation statement on Schedule
14D-9 with the U.S. Securities and Exchange Commission ("SEC" ).
INVESTORS AND STOCKHOLDERS OF PHARMERICA ARE URGED TO READ THESE AND
OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY BECAUSE
THEY CONTAIN IMPORTANT INFORMATION. Investors and stockholders may
obtain free copies of these documents and other documents filed with the
SEC by PharMerica through the web site maintained by the SEC at http://www.sec.gov.
In addition, documents filed with the SEC by PharMerica may be obtained
free of charge by contacting PharMerica's information agent, Georgeson
Inc., at (866) 647-8872.
Forward-Looking Statements
This press release contains "forward-looking statements," including, but
not limited to, statements regarding PharMerica's belief that it is well
positioned to deliver outstanding value for customers and stockholders,
PharMerica's strategic plan and prospects, the value of the Omnicare
offer, and regulatory uncertainty. These forward-looking statements are
based upon information currently available to us and are subject to a
number of risks, uncertainties and other factors that could cause the
Company's actual results, performance, prospects or opportunities to
differ materially from those expressed in, or implied by, these
forward-looking statements. These factors and risks include, but are not
limited to, the outcome of, or developments concerning, the Offer; other
potential commercial or business combination proposals that have or may
be received in the future; the outcome of any litigation related to the
Offer or any other offer or proposal and the Board's recommendation to
the stockholders concerning the Offer or any other offer or proposal;
PharMerica's access to capital, credit ratings, indebtedness, and
ability to raise additional financings and operate under the terms of
PharMerica's debt obligations; the effects of adverse economic trends or
intense competition in the markets in which PharMerica operates; the
effects of retaining existing customers and service contracts and
PharMerica's ability to attract new customers for growth of PharMerica's
business; PharMerica's ability to successfully pursue PharMerica's
development and acquisition activities and successfully integrate new
operations and systems, including the realization of anticipated
revenues, economies of scale, cost savings, and productivity gains
associated with such operations; PharMerica's ability to control costs,
particularly labor and employee benefit costs, rising pharmaceutical
costs, and regulatory compliance costs; the effects of healthcare reform
and government regulations, including, interpretation of regulations and
changes in the nature and enforcement of regulations governing the
healthcare and institutional pharmacy services industries; changes in
the reimbursement rates or methods of payment from Medicare and Medicaid
and other third party payers to both PharMerica and its customers;
PharMerica's ability to anticipate a shift in demand for generic drug
equivalents and the impact on the financial results including the
negative impact on brand drug rebates; and other factors, risks and
uncertainties referenced in PharMerica's filings with the SEC, including
the "Risk Factors" set forth in PharMerica's Annual Report on Form 10-K
for the year ended December 31, 2010. You are cautioned not to place
undue reliance on any forward-looking statements, all of which speak
only as of the date of this press release. Except as required by law, we
undertake no obligation to publicly update or release any revisions to
these forward-looking statements to reflect any events or circumstances
after the date of this press release or to reflect the occurrence of
unanticipated events.

PharMerica Corporation
Michael J. Culotta, 502-627-7475
Executive
Vice President and Chief Financial Officer
or
Sard Verbinnen &
Co
David Reno/Meghan Stafford, 212-687-8080
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