Valeant buys Dow Pharma for $285M

Valeant Pharmaceuticals has agreed to pay $285.0 million to acquire fellow USA-based Dow Pharmaceutical Sciences, a privately-held dermatology company that develops topical products on a proprietary basis, as well as on behalf of drug and biotechnology companies.

Valeant will make the first payment of $250.0 million upon closing ($242.0 million net of cash). In the six-month period, after it will fund an escrow account of $35.0 million, which will be subject to indemnification claims for a further 18 months. The transaction is expected to be accretive in 2009. Additionally, Valeant will pay future milestones, based predominately on the achievement of approval and commercial targets for certain pipeline products still in development.

The deal enhances Valeant's US skin-care franchise through the acquisition of a specialized dermatology R&D organization with a newly approved product in the USA - Acanya (benzoyl peroxide and clindamycin phosphate) for moderate acne - and a pipeline of five products, three of which are in Phase II development. The firm's current annualized revenues are $45.0 million, of which $20.0 million are royalty payments on out-licensed products.