To: Biomaven who wrote (1517 ) 6/2/2003 10:03:46 AM From: tuck Respond to of 3158 >>COSTA MESA, Calif. (Dow Jones)--ICN Pharmaceuticals Inc. plans to buy the remaining shares of biotechnology concern Ribapharm Inc. (NYSE:RNA - News) for $168 million. ICN, which in December tried to oust all but one of Ribapharm's directors because of a loss of confidence in the unit, said it will pay $5.60 a share for Ribapharm. The purchase price is a 10% premium to Ribapharm's Friday closing price of $5.08, up 18 cents, or 3.7%, on the New York Stock Exchange (News - Websites). In a press release Monday, ICN said the offer price also represents a 20.2% premium over the one-month average closing price of $4.66 a share. "We have concluded that now is an appropriate time to reintegrate Ribapharm, and we believe this offer will provide stability to Ribapharm and its critical scientists, eliminate distractions, and better enable us to focus our efforts on augmenting our growing specialty pharmaceutical business," ICN's Chairman and Chief Executive Robert O'Leary said in a press release Monday. In April 2002, ICN, under pressure from shareholders to bolster its stock price, sold a 20% stake in Ribapharm to the public. ICN, which previously considered spinning off its remaining interest in Ribapharm, said late in 2002 that it was reevaluating the plan. The offer is contingent on the tender of a majority of Ribapharm's stock not held by ICN or its affiliates. It also requires ICN to own at least 90% of Ribapharm's common stock on a fully-diluted basis. But, the deal doesn't require that ICN receive any financing. ICN now owns about 80.1% of Ribapharm ICN earned $84.2 million, or $1 a share, from continuing operations on revenue of $737.1 million, in 2002. Including discontinued operations and an accounting adjustment, ICN's results swung to a loss of $134.8 million, or $1.61 a share, last year. NYSE-listed shares of ICN closed Friday at $15, up 50 cents, or 3.4%. There has been no movement in either companies' stock in premarket trading, according to Instinet. Company Web site icnpharm.com . -Maria P. Vallejo; Dow Jones Newswires; 201-938-5400 << Cheers, Tuck