Perrigo Furthers Its Consumer-Focused Transformation By Divesting Its U.K. Generic Prescription Pharmaceuticals Business For £156 Million Or Approximately $195 Million

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Jun 19, 2020, 08:05 ET

DUBLIN, June 19, 2020 /PRNewswire/ -- Perrigo Company plc (NYSE; TASE: PRGO) today announced that it has reached a definitive agreement to sell its U.K.-based Rosemont Pharmaceuticals business, a generic prescription pharmaceuticals manufacturer focused on liquid medicines, to a U.K.-headquartered private equity firm for £156 million or approximately $195 million in cash. This transaction, which was signed and closed on the same day, represents another step in Perrigo's transformation to a consumer-focused self-care company.

Perrigo CEO and President Murray S. Kessler commented, "We are pleased to have reached an agreement to divest Perrigo's non-core Rosemont business and look forward to ensuring a seamless transition. This divestiture, which was accomplished at an attractive ten times adjusted operating income multiple, is an example of Perrigo's commitment to our transformation to a consumer-focused self-care company while remaining good stewards of shareholder value. We thank the Rosemont employees for their service to Perrigo and are confident the business will do well under new ownership."

In calendar year 2019, Perrigo realized $53 million in net sales and $0.12 of adjusted diluted EPS from the Rosemont business, which was previously included in the Consumer Self-Care International segment.

About Perrigo

Perrigo Company plc (NYSE; TASE: PRGO) is dedicated to making lives better by bringing Quality, Affordable Self-Care Products that consumers trust everywhere they are sold. The Company is a leading provider of over-the-counter health and wellness solutions that enhance individual well-being by empowering consumers to proactively prevent or treat conditions that can be self-managed. Visit Perrigo online at http://www.perrigo.com.

Forward-Looking Statements

Certain statements in this press release are "forward-looking statements." These statements relate to future events or the Company's future financial performance and involve known and unknown risks, uncertainties and other factors that may cause the actual results, levels of activity, performance or achievements of the Company or its industry to be materially different from those expressed or implied by any forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as "may," "will," "could," "would," "should," "expect," "forecast," "plan," "anticipate," "intend," "believe," "estimate," "predict," "potential" or the negative of those terms or other comparable terminology. The Company has based these forward-looking statements on its current expectations, assumptions, estimates and projections. While the Company believes these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond the Company's control, including: the effect of the novel coronavirus (COVID-19) pandemic and the associated economic downturn and supply chain impacts on the Company's business; general economic, credit, and market conditions; future impairment charges; customer acceptance of new products; competition from other industry participants, some of whom have greater marketing resources or larger market shares in certain product categories than the Company does; pricing pressures from customers and consumers; resolution of uncertain tax positions, including the Company's appeal of the Notice of Assessment (the "NoA") issued by the Irish tax authority and the draft and final Notices of Proposed Assessment ("NOPAs") issued by the U.S. Internal Revenue Service and the impact that an adverse result in any such proceedings would have on operating results, cash flows, and liquidity; pending and potential third-party claims and litigation, including litigation relating to the Company's restatement of previously-filed financial information and litigation relating to uncertain tax positions, including the NoA and the NOPAs; potential impacts of ongoing or future government investigations and regulatory initiatives; potential costs and reputational impact of product recalls or sales halts; the impact of tax reform legislation and healthcare policy; the timing, amount and cost of any share repurchases; fluctuations in currency exchange rates and interest rates; the consummation of announced acquisitions or dispositions and the success of such transactions, and the Company's ability to realize the desired benefits thereof; and the Company's ability to execute and achieve the desired benefits of announced cost-reduction efforts and strategic and other initiatives. An adverse result with respect to our appeal of any material outstanding tax assessments or pending litigation, including securities or drug pricing matters, could ultimately require the use of corporate assets to pay such assessments, damages from third-party claims, and related interest and/or penalties, and any such use of corporate assets would limit the assets available for other corporate purposes. Statements regarding the separation of the Rx business, including the expected benefits, anticipated timing, form of any such separation and whether the separation ultimately occurs, are all subject to various risks and uncertainties, including future financial and operating results, our ability to separate the business, the effect of existing interdependencies with our manufacturing and shared service operations, and the tax consequences of the planned separation to the Company or its shareholders. These and other important factors, including those discussed under "Risk Factors" in the Company's Form 10-K for the year ended December 31, 2019, as well as the Company's subsequent filings with the United States Securities and Exchange Commission, may cause actual results, performance or achievements to differ materially from those expressed or implied by these forward-looking statements. The forward-looking statements in this press release are made only as of the date hereof, and unless otherwise required by applicable securities laws, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

PERRIGO COMPANY PLC
RECONCILIATION OF NON-GAAP MEASURES
(in millions, except per share amounts)
(unaudited)


	Full Year 2019
	EPS
Reported	$0.04
Amortization expense related primarily to acquired intangible assets	0.10
Tax effect of non-GAAP adjustments	(0.02)
Adjusted	$0.12

	Full Year 2019
	Operating Income
Reported Operating Income	$7.1
Pre-tax adjustments:
Amortization expense related primarily to acquired intangible assets	13.5
Ranitidine market withdrawal*	0.3
Adjusted Operating Income	$20.9

Adjusted Operating Income in GBP	£16.4
Purchase price in GBP	£155.6
Adjusted Operating Income multiple	9.5