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Following is the text of materials provided by ICN Pharmaceuticals, Inc. to
Institutional Shareholder Services:
ICN
[LOGO]
ICN Pharmaceuticals, Inc. International Headquarters Telephone:(714) 545-0100
ICN Plaza FAX: (714) 641-7215
3300 Hyland Avenue Telex: 67-0413
Costa Mesa, California 92626
MILAN PANIC
Mr. Panic, the founder of ICN, has been Chairman of the Board and Chief
Executive Officer of ICN since its inception in 1960 and served as President
until 1997. He was on a leave of absence from July 14, 1992 to March 4, 1993
while he was serving as Prime Minister of Yugoslavia.
RONALD R. FOGLEMAN
General Fogleman, United States Air Force (Retired), has been the President and
Chief Executive Officer of Durango Aerospace, Inc., since 1998. Prior to joining
Durango Aerospace, General Fogleman, who retired from the United States Air
Force in September 1997, served as Chief of Staff to the United States Air Force
from 1994 until 1997 and as Commander-in-Chief of the United States
Transportation Command from 1992 until 1994.
BIRCH E. BAYH, JR.
Senator Bayh has been a partner in the Washington, D.C. law firm of Venable,
Baetjer and Howard LLP since May 2001. He was previously a senior partner in the
Washington D.C. office of Oppenheimer, Wolff & Donnelly LLP from 1997 until May
2001, head of the Washington office of Bayh, Connaughton & Stewart, L.L.P. from
1991 until 1997 and Rivkin, Radler, Bayh, Hart & Kremer from 1985 until 1991,
and a partner in the Indianapolis, Indiana and Washington, D.C. law firm of
Bayh, Tabbert & Capehart from 1981 until 1985. Senator Bayh served as a United
States Senator from the State of Indiana from 1963 until 1981.
ALAN F. CHARLES
Alan Charles is Executive Vice President of Corporate Relations at ICN
Pharmaceuticals. Previously, he was Director of the Institute for Civil Justice
at RAND, a think-tank that studies cutting edge issues in the American justice
system. Prior to that, he was Vice Chancellor at the University of California,
Los Angeles (UCLA). Mr. Charles is a graduate of UCLA and Harvard Law School.
Mr. Charles has served on the Boards of ICN-affiliated companies since 1986.
GREG KEEVER
Gregory Keever joined ICN in July 2001 and holds the position of Executive Vice
President, General Counsel and Secretary. Prior to joining ICN, Mr. Keever was a
partner at the law firm of Cordert Brothers and, prior thereto, Buchalter,
Nemer, Fields and Young in Los Angeles, California. Mr. Keever's professional
experience has included advising and representing publicly and privately held
corporations in the areas of tax, mergers and acquisitions, bank financing,
leasing and executive compensation both in the United States and
internationally. Mr. Keever received his B.A. at the University of North
Carolina at Chapel Hill and earned his LL.M degree (tax) at George Washington
University School of Law. He earned his J.D. degree at the University of
Virginia Law School. Mr. Keever has bar admissions in California, the District
of Columbia, Texas and Virginia.
BOARD OF DIRECTORS
[ICN LOGO]
ICN Pharmaceuticals, Inc.
BOARD OF DIRECTORS
INTRODUCTION
Four decades after Milan Panic founded ICN Pharmaceuticals, Inc., ICN has
emerged as one of the top pharmaceutical and health care companies in the
world. Guiding its course is a distinguished Board of Directors.
These directors bring a diverse set of experiences and backgrounds from
some of the world's leading businesses, educational and research institutions,
and bodies of government.
While distinctive in their areas of expertise, the Directors all share a
common goal: making prudent decisions today that add long-term value for ICN's
shareholders. With a long tradition of independence and foresight, ICN's Board
has guided the company successfully through periods of enormous growth and
intense competition.
ICN is proud to profile its Board of Directors. Their presence provides a
unique and balanced perspective that is exceptionally valuable in directing the
company. With their vision and commitment to excellence, they will propel ICN
into the 21st century. As they do, this will continue the company's tradition
of utilizing the expertise and judgement of its outside directors to make ICN
stronger and more profitable than ever before.
BOARD OF DIRECTORS
[PHOTO]
THE HONORABLE MILAN PANIC
Milan Panic is Chairman of the Board and Chief Executive Officer of ICN
Pharmaceuticals, Inc., a global health care company headquartered in Costa Mesa,
California and Moscow, Russia. Mr. Panic founded ICN with $200 in 1960 after
defecting from his native Yugoslavia. Today, ICN is listed on the New York
Stock Exchange and has sales approaching $1 billion.
Mr. Panic was born in Belgrade in 1929. In 1956, Mr. Panic and his family
immigrated to the United States. He arrived in New York with his wife and two
small children, two suitcases and $20. Having studied chemistry at the
University of Belgrade and Heidelberg University, he worked as a research
assistant in the Department of Chemistry at the University of Southern
California (1957-1959). Shortly thereafter, he founded ICN.
It was the dawn of the biological revolution. The company's first product
was commercialized DNA, the forerunner of a series of potentially new
therapeutic molecules based on nucleic acid research. One of the early successes
of this work was the approval of the company's flagship drug, Virazole
(ribavirin), which has been used to treat more than five million people
worldwide for a range of indications, including infants hospitalized with severe
respiratory infections caused by respiratory syncytial virus (RSV). Most
recently, it was approved as a part of a breakthrough combination therapy for
hepatitis C.
With the fall of communism, Mr. Panic became a leader in the privatization
movement in Eastern Europe. ICN's venture with Galenika Pharmaceutical Company
in 1991 was the largest privatization of industry in Yugoslavia's history. In a
gesture that typically combined altruism with a sound understanding of human
nature, he turned the 5,300 Galenika Yugoslav employees into capitalists and
owners of the company. They were given 1.2 million shares of stock (worth $30
million) in ICN's then publicly owned subsidiary, SPI Pharmaceuticals. It was
the first time Eastern European workers held shares in a company listed on a
major worldwide stock exchange.
BOARD OF DIRECTORS
The Hon. M. Panic (continued)
In 1993, ICN acquired Octyabr, which was founded by Peter the Great and
remains the oldest pharmaceutical company in Russia. Again, workers under the
communist system received an instant infusion of democracy and capitalism; a
program of privatization through stock ownership by the workers.
Successful operational expansion in the emerging markets of Eastern and
Central Europe has extended ICN's family which now includes five manufacturing
plants and four major distribution centers in Russia, European headquarters in
Moscow, and facilities in Yugoslavia, Poland, Hungary, the Czech Republic, and
Macedonia.
An American citizen since 1963, Mr. Panic received special permission from
the President of the United States to serve as Prime Minister of Yugoslavia from
1992-1993. During his tenure, Mr. Panic became a symbol of hope and freedom
throughout Yugoslavia. As Prime Minister, he became a major figure on the world
stage with his pivotal participation in the London Conference on Yugoslavia in
August 1992, his address to the United Nations General Assembly (the "Speech of
Peace") the following month and his appearance before the Parliament of the
European Union in Brussels.
Mr. Panic gained worldwide respect and admiration both for his commonsense
approach to the complex problems and competing interests in that region and for
his untiring efforts to bring peace to his native country. He also initiated a
vigorous program of personal diplomacy and traveled to meet more than 100 world
leaders--including French President Francois Mitterand, Spanish Prime Minister
Felipe Gonzales, British Prime Minister John Major, German Chancellor Helmut
Kohl, Chinese Premier Li Peng and General Secretary of the United Nations,
Boutros Boutros Ghali--within his first several weeks in office.
In December 1992, The Wall Street Journal named him one of the "Europeans
of the Year", placing him in select company that included Queen Elizabeth II,
British Prime Minister John Major, and Russian economic reformer, Prime Minister
Yegor Gaidar. In 1994, Czech Prime Minister Vaclav Klaus called on Mr. Panic for
advice on the continuing economic reform and democratic transformation of the
Czech Republic. In succeeding years, in his quest to bring economic stability to
Eastern Europe, he also met with the Presidents of Albania and Romania.
During and subsequent to his tenure as Prime Minister, Mr. Panic received
extensive television and press coverage for his outspoken views on achieving
peace through economic cooperation and development, including: over 25,000
articles in international papers, journals, and magazines; news interviews
BOARD OF DIRECTORS
The Hon. M. Panic (continued)
on all major global TV networks (CBS, NBC, ABC, CNN, BBC, Antenne, TV
Beijing, Sky News, TVS, ZDF, RAI, etc.); and, numerous guest appearances on talk
shows (e.g., Larry King Live, This Week in Review, Good Morning America, Charlie
Rose, and Prime Time Live).
Mr. Panic has also addressed numerous international forums, world
organizations and government bodies both domestically and internationally,
including The Foreign Affairs Council (New York), The World Affairs Council (Los
Angeles, San Francisco, Orange County, Philadelphia), The Institute of
International Sociology (Gorizia, Italy) and The United Nations Industrial
Development Organization (Vienna, Austria).
His early years under totalitarianism and his role in fighting fascism made
Mr. Panic a strong champion of fundamental American values. On October 17, 1986,
he was awarded the Congressionally sponsored "Ellis Island Medal of Honor" by
the Statue of Liberty-Ellis Island Foundation. This award recognizes Mr. Panic's
"distinguished service to humanity" as well as the contributions which
immigrants have made to the United States. In 1985, he was appointed to the
Board of Directors of the Freedoms Foundation at Valley Forge. As part of his
commitment to the fundamental principles of democracy, Mr. Panic underwrote a
"Bill of Responsibilities" monument, which stands today at the Foundation's
campus in Valley Forge, Pennsylvania.
Mr. Panic makes major philanthropic contributions to various universities,
research programs, museums, political causes and charities.
BOARD OF DIRECTORS
[PHOTO]
NORMAN BARKER, JR.
Norman Barker, Jr., retired as Chief Executive Officer and Chairman of the
Board of the First Interstate Bank of California in 1986. He is the former Vice
Chairman of the Board of First Interstate Bancorp.
Mr. Barker served as CEO of First Interstate of California from 1971 to
1985 and as Chairman of the Board from 1973 to 1985. Having served on numerous
other corporate boards, including the Automobile Club of California, Pacific
Telesis and Southern California Edison Company, he also has been Director of the
Los Angeles County Museum of Art and of the Los Angeles Music Center, as well
as Chairman of the Board of United Way, Los Angeles. Mr. Barker was President of
the California Bankers Association and a Director of Bank Plus, Inc. and TCW
Convertible Securities Fund, Inc.
Additionally, Mr. Barker is Life Trustee of the University of Chicago and
Trustee Emeritus of Occidental College.
Mr. Barker earned his Bachelor's degree in Economics and a Master's degree
in Business Administration from the University of Chicago.
Mr. Barker has served on the Boards of ICN-affiliated companies since 1988.
BOARD OF DIRECTORS
[PHOTO]
DR. ROGER GUILLEMIN
Dr. Roger Guillemin was awarded the 1977 Nobel Prize in Medicine and
Physiology. In addition, Dr. Guillemin has been honored with a vast number of
U.S. and international prizes and distinctions, including the National Medal of
Science, which was presented by the President of the United States.
Dr. Guillemin has authored or co-authored more than 500 publications.
Dr. Guillemin is a member of the National Academy of Sciences (USA) and of
a number of national and foreign scientific societies. He has served many years
on several advisory groups of the National Institutes of Health in Bethesda,
Maryland. From 1989-1994, he was Distinguished Scientist and Director at the
Whittier Institute for Diabetes and Endocrinology in La Jolla, California. From
1970 to 1989, he was Resident Fellow and Chairman of the Laboratories of
Neuroendocrinology at The Salk Institute in La Jolla.
Dr. Guillemin is currently Distinguished Professor Emeritus at the Salk
Institute, La Jolla, California. He was elected a Fellow of the Association for
the Advancement of Sciences and President of the American Endocrine Society. He
was affiliated with the Department of Physiology at Baylor College of Medicine
in Houston, Texas, from 1952 to 1970.
Dr. Guillemin has served on the Boards of ICN-affiliated companies since
1988. He has been Chairman of the Science & Technology Committee at ICN since
1990.
BOARD OF DIRECTORS
[PHOTO]
BIRCH E. BAYH, JR., ESQ.
Birch Bayh has had a distinguished political career, as United States
Senator from Indiana from 1963 to 1981. His public service began at age 26 with
his 1954 election to the Indiana House of Representatives, where he served as
Speaker and Minority Leader. Senator Bayh is also a former candidate for
President of the United States.
Senator Bayh is a partner in the law firm of Oppenheimer, Wolff, Donnelly &
Bayh LLP in Washington D.C., which recently merged with his previous firm of
Bayh, Connaughton & Stewart, PC.
Senator Bayh's civic involvements are varied and extensive. He was the
Chairman of the National Institute Against Prejudice and Violence; Co-chairman
of the University of Virginia's Commission on Presidential Disability and the
Twenty-Fifth Amendment; and Chairman of the AMTRAK Labor/Management Productivity
Council. He is currently a member of the J. William Fulbright Foreign
Scholarship Board.
Senator Bayh also serves on the Board of Simon Debartolo Group of
Indianapolis, Indiana.
Senator Bayh has a Bachelor's degree in agriculture from Purdue University
and a J.D. from Indiana University School of Law.
Senator Bayh has served on the Boards of ICN-affiliated companies since
1984.
BOARD OF DIRECTORS
[PHOTO]
ALAN F. CHARLES, ESQ.
Alan Charles is Executive Vice President, Corporate Relations, of ICN.
Prior to joining ICN, he was Director of the Institute for Civil Justice at
RAND, a think tank that studies cutting-edge issues in the American justice
system.
Prior to that, he was Vice Chancellor at the University of California, Los
Angeles (UCLA). He is currently a member of the California Bar, U.S. Supreme
Court Bar, U.S. District Court Bar, and the Getty Blue Ribbon Arts Committee. He
is also on the Board of Trustees of the UCLA Foundation.
Previously, Mr. Charles was a Commissioner for the California Legislative
Advisory Commission on Health Insurance, the Los Angeles County Emergency Health
Services Commission, and the Los Angeles County Judicial Procedures Commission.
He was also on the Boards of Directors of Planned Parenthood-Los Angeles, CORO
Foundation, UCLA Alumni Association, and the James A. Doolittle Theater in Los
Angeles.
Mr. Charles is a graduate of UCLA and Harvard Law School.
Mr. Charles has served on the Boards of ICN-affiliated companies since
1986.
BOARD OF DIRECTORS
[PHOTO]
STEPHEN D. MOSES, ESQ.
Stephen D. Moses is Chairman of the Board of Stephen Moses Interests.
Formerly, he was Chairman of National Investment Development Corporation and
Brentwood Bank, both in Los Angeles, California. Previously, Mr. Moses was
President and General Manager of Boise Cascade Home and Land Corporation and
Flagg Communities, Inc. and General Partner of California Capital, a venture
capital fund. He served as an advisor to President Johnson's Commission on Urban
Housing and was a member of the Task Force on Low-Income Housing convened by
President Nixon. He was consultant to the Housing Subcommittee of the Committee
on Banking and Currency of the U.S. House of Representatives.
For 30 years, Mr. Moses has been involved in acquisition, ownership, asset
management and property management for over 30,000 dwelling units in some 38
states, including Puerto Rico and the Virgin Islands. Mr. Moses was an advisor
to the government of Yugoslavia on privatization of the housing market.
Mr. Moses currently serves on the Board of Directors of the Central Asian
American Enterprise Fund, the Board of Trustees of the UCLA Foundation, the
Board of Trustees of Franklin & Marshall College, and the Board of Directors of
U.S. Capital Holdings. Mr. Moses previously held seats on the following Boards:
California State University Institute, Hearst Monument Foundations, Hebrew Union
College, the UCLA Foundation and Pitzer College. In 1980, Mr. Moses was named
Housing Man of the Year by the National Housing Conference. In 1983, he received
the Civic Achievement Award of the American Jewish Committee. Mr. Moses and his
wife were honored as "Couple of the Year" by the Big Sisters of Los Angeles.
Mr. Moses is a cum laude graduate of Harvard Law School.
Mr. Moses has served on the Boards of ICN-affiliated companies since 1988.
BOARD OF DIRECTORS
[PHOTO]
JEAN-FRANCOIS KURZ
From 1969 to 1988, Jean-Francois Kurz was the Chief Executive Officer of
Banque Gutzwiller, Kurz, Bungener S.A. (today Bank Leu Ltd.) in Geneva,
Switzerland. He originated this bank and developed its principal areas of
activity: portfolio management and international financings. He was also the
Founder and President of the oldest independent syndicate for Swiss franc bond
issues for foreign borrowers.
Mr. Kurz also served as General Manager of TDB American Express Bank of
Geneva. In addition, Mr. Kurz is a director and advisor of several companies and
banks in Europe and overseas. He is Chairman of the Board of Directors of Banque
Pasche SA, Geneva, a Swiss bank established in 1885.
In addition to his work in the private sector, Mr. Kurz has been active in
the public sector. For 14 years, he has served as Mayor of his home village,
Trelex Vaud, Switzerland. He is also a Member of Parliament of the Canton of
Vaud.
Mr. Kurz is Chairman of the largest association in the French district of
Switzerland for the protection of animals. He also served as Chairman of the
well-known football clubs, Lausanne-Sports and Stade Nyonnais.
Mr. Kurz is a graduate of Lyceum Alpinum Zuoz, Switzerland, where today he
is a member of the Board of Directors.
Mr. Kurz has served on the Boards of ICN-affiliated companies since 1989.
BOARD OF DIRECTORS
[PHOTO]
ROSEMARY TOMICH
Miss Tomich has been the owner of both the Hope Cattle Company since 1958
and the A.S. Tomich Construction Company since 1970. She is also Chairman of the
Board of Directors and Chief Executive Officer of Livestock Clearing, Inc. and
was a founding director of the Palm Springs Savings Bank.
Miss Tomich is also a member of the Advisory Board of the University of
Southern California School of Business Administration and on the UCLA Foundation
Board of Councilors. She has been a member of the Board of Directors of
Occidental Petroleum since 1980.
BOARD OF DIRECTORS
[PHOTO]
ADAM JERNEY
Adam Jerney is President and Chief Operating Officer of ICN. He was
appointed President in 1997 and has been COO since 1980. Mr. Jerney also served
as President and Chief Executive Officer of ICN from July 1992 to March 1993
while Milan Panic served as Prime Minister of Yugoslavia.
Born in Budapest, Hungary during World War II, Mr. Jerney escaped to
Austria after the revolution in 1956. He graduated in biochemistry from the
University of Geneva, Switzerland, where he also conducted postgraduate research
in endocrinology with a scholarship from the United Nations. Later, he studied
business administration and marketing in Geneva and Paris.
Mr. Jerney joined ICN in Europe in 1973 after reading an article in Fortune
magazine about ICN's revolutionary research projects and expansion plans. Prior
to that, he had held positions of increasing responsibility at Hoffman-LaRoche,
the Swiss-based pharmaceutical company. Before leaving Hoffman-LaRoche, he
served as Director of Worldwide Product Management in the company's corporate
headquarters in Basel, Switzerland.
In 1981, Mr. Jerney and his family moved to the United States to manage
worldwide operations for ICN. He is an international businessman who is
conversant in six languages and is active in the World Affairs Council of Orange
County.
Mr. Jerney has been a member of the ICN Board of Directors since 1992.
BOARD OF DIRECTORS
[PHOTO]
RONALD R. FOGLEMAN
General Ron Fogleman retired from the USAF in September 1997 after
thirty-four years of active commissioned service. On his final tour of duty
General Fogleman served as the 15th Chief of Staff of the U.S. Air Force. Prior
to that he was Commander in Chief of the U.S. Transportation Command. As Chief,
he served as the senior uniformed officer responsible for the organization,
training and equipage of 750,000 active duty, Guard, Reserve and civilian forces
serving in the U.S. and overseas. As a member of the Joint Chiefs of Staff, he
served as a military advisor to the Secretary of Defense, the National Security
Council and the President.
General Fogleman is currently Chairman and CEO Durango Aerospace Inc., an
international aviation consulting firm with a client list that includes The
Boeing Co., CBS News, FMC, Northrop Grumman, and RSL Electronics. Additionally,
he serves on the board of directors for AAR, DERCO Aerospace, EAST Inc.,
International Airline Support Group, Mesa Air Group, MITRE Corp., North American
Airlines, Rolls-Royce North America, Thales-Raytheon Systems, and World
Airways. He is a member of the National Defense Policy Board, the National
Aeronautics and Space Administration Advisory Council, the Jet Propulsion
Laboratory Advisory Board, the Council on Foreign Relations, the Fort Lewis
College Fndtn, the Falcon Fndtn., the Air Force Association, and the Order of
Daedalians. He devotes considerable time to national security and community
affairs. Since retiring from the Air Force he has chaired an Air Force
Laboratory study on directed energy weapons, served on the NASA Mars Program
Independent Assessment Team and the Congressionally directed Commission to
Assess U.S. National Security Space Management and Organization.
General Fogleman's staff experience saw a heavy emphasis on long-range
programming and strategic planning. While serving as Chief of Staff, U.S. Air
Force, he hosted the first world-wide conference of air chiefs. He has a
Bachelor's degree from the USAF Academy (1963) and a Master's degree in Military
History and Political Science from Duke University (1971). He lectures on
leadership, international affairs and military issues and has published numerous
articles on air and space operations.
BOARD OF DIRECTORS
[PHOTO]
STEVEN JAMES LEE
Steven James Lee has been Chairman and Chief Executive Officer of
PolyMedica Corporation since June 1996. Prior to that, he was President, Chief
Executive Officer and a Director since June 1990. PolyMedica Corporation is a
rapidly growing, leading national provider of direct-to-consumer specialty
medical products and services primarily focused on chronic diseases and the
consumer healthcare markets. The company has a position as the leading national
brand serving Medicare-eligible seniors with diabetes testing supplies and
respiratory products for chronic obstructive pulmonary disease.
From 1987 to April 1990, he was President, Chief Executive Officer and
Director of Shawmut National Ventures and was responsible for the venture
capital activities of a $26 billion super-regional financial services company.
Before joining Shawmut, he was President, Chief Executive Officer and Director
of Repligen Corporation, a major biotechnology company located in Needham, MA,
which was developing vaccines for the AIDS virus.
Mr. Lee has also spent eleven years in venture capital as President of
Venture Management Advisors, an offshore venture capital fund, and at Bankers
Trust Company. He is on the board of directors of Kensey Nash Corporation and
Fibersense Technology Corporation and several privately and publicly held
companies financed through venture capital investments. Mr. Lee has written six
books and numerous articles on various business and financial subjects and is
the Editor of the Venture Capital Manual published by Warren, Gorham and
Lamont.
Mr. Lee received a BA from Lehigh University, an MBA from the Wharton
School of Finance and Commerce at the University of Pennsylvania, and a Juris
Doctor degree from Fordham University School of Law. He is a member of the
Massachusetts and New York State Bar Associations. Mr. Lee is the Flavin
Visiting Professor of Entrepreneurship at the University of Massachusetts at
Amherst.
BOARD OF DIRECTORS
[PHOTO]
EDWARD A. BURKHARDT
Edward A. Burkhardt is President of Rail World, Inc., of Chicago,
Illinois, a railroad investment, management and consulting company he formed on
July 31, 1999. He is Chairman of the Board of Baltic Rail Services OU, and of
its subsidiary, Eesti Raudtee (Estonian Railways), based in Tallinn, Estonia. He
is President of The San Luis Central Railroad Company, of Monte Vista,
Colorado, and President of Rail Polska, a Warsaw-based rail management firm
established to privatize rail assets in Poland.
Prior to his creation of Rail World, Mr. Burkhardt served as Chairman,
President and Chief Executive Officer of Wisconsin Central Transportation
Corporation. Mr. Burkhardt led the investor group that purchased the Lake States
Division rail properties from Soo Line Railroad Company in October 1987. Mr.
Burkhardt also served as President of Algoma Central Railway, Inc., a Canadian
subsidiary of WCTC.
Mr. Burkhardt was also Chairman and Chief Executive of English Welsh &
Scottish Railway Ltd. during the period from its start-up in December 1995
through July 1999. He led the investor group that purchased five railway
operations from the British Railway Board. He also served as Chairman of Tranz
Rail Holdings Ltd., which operates New Zealand's rail and ferry system, from its
start-up in September 1993 until August 1999. In 1993 he led a group of American
and New Zealand investors in purchasing New Zealand Rail from the New Zealand
government.
Mr. Burkhardt was also Chairman of Australian Transport Network from 1997
through August 1999, which purchased Tasrail. Prior to his 12 years with the
Wisconsin Central, Mr. Burkhardt's railroad career spanned 20 years with the
Chicago and North Western Transportation Co., where he served successively as
Vice President Marketing and Vice President Operations.
Mr. Burkhardt holds a B.S. degree with honors in Industrial Administration
from Yale University and studied Rail Transportation at Yale's Graduate School.
PREVIOUS INDEPENDENT MEMBERS OF
ICN'S BOARDS OF DIRECTORS
A. Robert Abboud Former President, Occidental Petroleum
Corp. and former Chairman and CEO,
First National Bank, Chicago
Howard P. Allen Former CEO, Southern California
Edison Company
David H. Batchelder Chairman and Chief Executive Officer of
Batchelder & Partners, Inc.
Edmund G. Brown, Jr. Former Governor of California
Dan H. Campbell Professor, California Institute of
Technology
The Hon. Kim Campbell Former Prime Minister of Canada
Professor, Harvard University
Manny Cohen Former Chairman of the Securities and
Exchange Commission
James Damron President and CEO, Bateman, Eichler,
Hill, Richards, Inc.
Robert H. Finch, Esq. Former Secretary of the U.S. Department
of Health, Education and Welfare
Dale M. Hanson CEO, American Partners Group, Inc.,
Former CEO, California Public
Employees' Retirement System
Tadashi Iino Deputy President, Mitsui Bank, Tokyo
Ray Irani, Ph.D. Chairman and CEO, Occidental Petroleum
Weldon B. Jolley Former President of the Nucleic Acid Research
Institute
John L. Kelsey Executive Vice President, Blyth,
Eastman, Dillon and Co., Inc.
Vernon Knight, M.D. Professor, Baylor College of Medicine.
Consultant to U.S. Army Medical
Research Institute of Infectious Diseases
Walter L. Koltun, Ph.D. Professor, Massachusetts Institute of
Technology
Andrei Kozyrev Former Foreign Minister of Russia
Thomas Lenagh Former President of the New York Society of
Security Analysts, Former Chairman
of the Fiancial Analysts Federation
Charles T. Manatt, Esq. Partner, Manatt, Phelps & Phillips,
former Chairman of the Democratic
National Committee
James P. Miscoll Vice Chairman, Bank America Corp.,
Retired
PREVIOUS INDEPENDENT MEMBERS OF
ICN'S BOARDS OF DIRECTORS
CONT.
William T. Rhame President, Textar Corp. and former Professor at the
Harvard Graduate School of Business.
Maurice H. Stans Management consultant, former U.S. Secretary of
Commerce and Director of the U.S. Bureau of Budget.
Richard Starr Former Executive Vice President and Chief Credit
Officer Worldwide of the First Interstate Bank of
California
Angus F. Smith Treasurer, Rohm & Haas
Michael Smith, Ph.D. Nobel Prize Laureate in Chemistry and Founding
Director of the Biotechnology Laboratory at the
University of British Columbia
Roberts A. Smith, Ph.D. Professor Emeritus of Biochemistry, UCLA Former
President of former ICN subsidiary, Viratek
Gerald Tsai, Jr. Former President, Primeamerica.
Harold M. Williams, Former Dean, Graduate School of Management, Univ. of
Ph.D. Calif., Los Angeles; former Chairman of the
Securities and Exchange Commission.
[ICN LOGO]
ICN PHARMACEUTICALS, INC.
ICN PLAZA
3300 HYLAND AVENUE
COSTA MESA, CALIFORNIA 92626
(714) 545-0100
3/02
MANAGEMENT TEAM
ICN[LOGO]
International
MANAGEMENT TEAM
INTRODUCTION
ICN International is a subsidiary of California based ICN Pharmaceuticals,
Inc., one of the top pharmaceutical and healthcare companies in the world. ICN
International encompasses ICN's successful operations in the emerging markets of
Central and Eastern Europe, Asia, Australia, and Africa, as well as Western
Europe.
A first-rate management group has been recruited from Roche, Novartis and
other major pharmaceutical companies and will manage the operations from Basel,
Switzerland.
While distinctive in their areas of expertise, the ICN International
management team shares a common goal: making strategic decisions today that add
long-term value for shareholders. ICN is proud to profile its management team.
Their presence provides a unique and balanced perspective that is exceptionally
valuable in managing the company.
February, 2002
MANAGEMENT TEAM
[PHOTO]
ADAM JERNEY
Chief Executive Officer
Adam Jerney is President and Chief Operating Officer of ICN
Pharmaceuticals. He was appointed President in 1997 and has been COO since 1980.
Mr. Jerney also served as President and Chief Executive Officer of ICN from July
1992 to March 1993 while Milan Panic served as Prime Minister of Yugoslavia.
Born in Budapest, Hungary during World War II, Mr. Jerney escaped to
Austria after the revolution in 1956. He graduated in biochemistry from the
University of Geneva, Switzerland, where he also conducted postgraduate research
in endocrinology with a scholarship from the United Nations. Later, he studied
business administration and marketing in Geneva and Paris.
Mr. Jerney joined ICN in Europe in 1973 after reading an article in Fortune
magazine about ICN's revolutionary research projects and expansion plans. Prior
to that, he held positions of increasing responsibility at Hoffman-LaRoche, the
Swiss-based pharmaceutical company. Before leaving Hoffman-LaRoche, he served as
Director of Worldwide Product Management in the company's corporate headquarters
in Basel, Switzerland.
In 1981, Mr. Jerney and his family moved to the United States to manage
worldwide operations for ICN. He is an international businessman who is
conversant in six languages and is active in the World Affairs Council of Orange
County, California.
Mr. Jerney has been a member of the Board of ICN Pharmaceuticals, Inc.
since 1994 and a member of the Boards of ICN-affiliated companies since 1992.
MANAGEMENT TEAM
[PHOTO]
THIERRY R. DILLARD
Executive Vice President, Finance
Chief Financial Officer
Thierry Dillard is Executive Vice President, Finance (Chief Financial
Officer) for ICN International. In his position he will be responsible for the
overall financial performance of the International region including the
management of all financial information related to budgets, forecasting, product
line reporting, balance sheets and cash flow.
Mr. Dillard has extensive international finance experience beginning at
Price Waterhouse, France. He moved on to hold treasury and investment banking
positions with The Chase Manhattan Bank and Citibank, leading multinational
teams in investment mandates, restructuring, valuations and tax-efficient
structuring. In Brussels, Belgium, Mr. Dillard has held positions of Chief
Financial Officer and Sr. Vice President for multinational companies. Most
recently he served as Vice President, Finance Europe for Baxter Healthcare.
Mr. Dillard has managed change processes in multi-national environments and has
been involved in the development of capital, tax structures and acquisitions.
Mr. Dillard received his BSc at the St. Louis de Gonzague Jesuit School,
Paris, France. He earned an HEC degree in Finance from Lycee Louis le Grand,
Paris, France. He has attended the Wharton School of Management. Mr. Dillard has
also taught courses on corporate finance and financial markets.
MANAGEMENT TEAM
[PHOTO]
WOLFGANG KISSEL, PH.D.
Executive Vice President, Human Resources
Wolfgang Kissel, Ph.D. joined ICN 2001. Dr. Kissel holds the position of
Executive Vice President of Human Resources for ICN International. In his
position he is responsible for all human resources functions including staffing,
compensation and benefits, organizational development, training and education,
labor law and employee relations.
Dr. Kissel comes from a scientific background. When Hoffmann-La Roche AG,
Basel, Switzerland acquired Boehringer Mannheim, Dr. Kissel was appointed Vice
President, International Human Resources and Management Development. In his
position he implemented worldwide succession plans, development plans, and
focused on the integration process Roche and Boehringer Mannheim. He rebuilt the
international human resources function, including the coordination of
compensation and benefit plans. Dr. Kissel spent 13 years with Hoffmann-La Roche
AG Diagnostics and its predecessors specializing in management development. He
was responsible for management of the worldwide Human Resources function,
including implementation of policies, procedures, and compensation programs.
Dr. Kissel earned a Masters degree at the University of Hohenheim,
Stuttgart, Germany in Nutrition Science and he earned a Ph.D. at the Institute
of Toxicology, University of Mainz, Germany.
MANAGEMENT TEAM
[PHOTO]
ZORAN MISKOVIC
Executive Vice President
Corporate Counsel and Secretary
Mr. Miskovic has obtained experience in governmental bodies in former
Yugoslavia, where he had held ministerial positions for more than ten years. He
was State Secretary in the Yugoslav government of Prime Minister Milan Panic
between 1992-1993.
Mr. Miskovic joined ICN Pharmaceuticals in 1993 when he acted as Vice
President for Corporate Development in Eastern Europe. He was involved in
acquisition of Alkaloida in Hungary, Vuab in Czech Republic and also Polfa
Rzeszow in Poland.
Prior to the position of Executive Vice President Corporate Counsel and
Secretary Mr. Miskovic was Vice President Legal Western Europe, where he was
responsible for the protection of ICN's interests and positions in Western
Europe.
Mr. Miskovic graduated from Law Faculty, University of Belgrade, Yugoslavia
and specialised in comparative constitutional law.
MANAGEMENT TEAM
[PHOTO]
BALBIR SINGH, PH.D.
Executive Vice President, Corporate Licensing
& Business Development
Balbir Singh, Ph.D. joined ICN 2001. Mr. Singh holds the position of
Executive Vice President, Corporate Licensing & Business Development for ICN
International. In this position he is responsible for continual business growth
through the identification and analysis of potential acquisition and licensing
opportunities. He also represents the company in external negotiations and due
diligence efforts.
Dr. Singh began his career in 1989 with F. Hoffmann-La Roche Ltd, Basel,
Switzerland as Director of Business Development and Strategic Planning where he
had overall responsibility for the strategic planning and development of the
pharmaceutical division. In 1993 he was promoted to Vice President, Business
Development and Licensing.
Dr. Singh earned an MBA in Strategic Marketing, Corporate Finance and
Business Development from Insead, Fontainebleau, France. He earned his Ph.D. in
Chemistry from Heriot-Watt University, Edinburgh, GB.
MANAGEMENT TEAM
[PHOTO]
PETER V. KOERFGEN
Executive Vice President, Marketing ICN International
Peter Koerfgen is Executive Vice President, Marketing for ICN
International. In this position Mr. Koerfgen will be responsible for continual
market growth through the development and implementation of strategic business,
marketing and product plans. He will also be responsible for the overall
marketing budget, product launches, advertising, distribution and promotional
programs, as well as analysis of new product and business opportunities.
Mr. Koerfgen began his career in the pharmaceutical industry at CIBA-GEIGY
where he spent 18 years in various marketing functions throughout South Africa,
Australia, New Zealand, the Middle East and Europe. He was responsible for
worldwide marketing strategies, product profiling and positioning and interacted
extensively with worldwide medical opinion leaders. He then moved on to Novartis
where he was the Head of New Products Marketing, worldwide. Currently he is Vice
President, Healthcare Europe for EURO RSCG Healthcare.
Mr. Koerfgen received a degree in Marketing Management at the Swiss
Institute of Marketing Management, Zurich, Switzerland. He also received a
degree in Promotion and Advertising at the Swiss Centre for Promotion, Biel,
Switzerland.
MANAGEMENT TEAM
[PHOTO]
VICTOR BRANTL M.D. M.SC.
Executive Vice President, Research and Development
Dr. Victor Brantl is Executive Vice President, Research and Development for
ICN International. In this position Dr. Brantl will be responsible for drug
development, clinical pharmacology, medical affairs and regulatory affairs for
the ICN International region.
Dr. Brantl began his medical career at the Max-Planck Institute for
Psychiatry in Munich, Germany. There he worked on the isolation and structure
elucidation of opioid peptides. Dr. Brantl was later appointed General Manager
of subsidiaries of Biodor Holding AG with responsibility for scientific,
technical and financial business activities. He moved on to Siegfried CMS, AG
where he was most recently General Manager of Siegfried Ventures. His current
activities include the development and production of active pharmaceutical
ingredients and dosage forms, as well as the building up new business in the
European Union and U.S.
Dr. Brantl earned his M.Sc. degree in Chemistry at the University of
Munich, Germany. He earned his M.D. degree from the University of Giessen,
Germany. Dr. Brantl has published 50 scientific articles in international
journals/books and 17 congress publications. He has six basic international
patents on new pharmacologically active peptides.
MANAGEMENT TEAM
(Photo)
RADIVOJ CVETICANIN
Vice President Corporate Communication
Radivoj Cveticanin was one of the prominent Yugoslav columnists when he
joined ICN in 1996. Mr. Cveticanin has held positions in Public Relations
Departments of ICN Yugoslavia and ICN Western Europe.
Mr. Cveticanin holds MA in Literature, graduated from University of
Belgrade, Yugoslavia. In his journalistic career he was editor of several
newspapers. He contributed social and political analyses to the leading Yugoslav
dailies and weeklies. Mr. Cveticanin is author of TV documentary dramas
broadcast on state TV channels. He managed several cultural projects and chaired
national film festivals.
Mr. Cveticanin is co-founder and co-owner of one of the most influential
and prestigious newspapers, Belgrade daily "Danas" (Today).
MANAGEMENT TEAM
[Photo]
PAUL BEYELER, Ph.D.
Executive Vice President Supply Chain
Dr. Paul Beyeler, Executive Vice President of the Supply Chain
(Manufacturing & Logistics), joined ICN from Solco Basle Ltd. in Birsfelden,
Switzerland, where he spent 12 years in senior management in the fields of
Manufacturing, Quality Control and Technical Services. Most recently he was
Managing Director and member of the Board of Directors.
Prior to his experience with Solco, he was employed by F. Hoffmann-La Roche
in Basel, Switzerland for 11 years, where he had positions in the
technical-chemical development, as a plant manager in manufacturing of fine
chemicals and in international marketing in the Vitamin Division.
Dr. Beyeler graduated from the University of Berne with a Master's degree
in Chemistry. Subsequently, he obtained a Ph.D. degree in Organic-Pharmaceutical
Chemistry from the University of Innsbruck and later on a Bachelor's degree in
Business Administration.
MANAGEMENT TEAM
(Photo)
FRANK A. HIJMANS
Senior Vice President and General Manager
ICN International Western Europe
Mr. Hijmans has a long reputation at ICN, starting in 1975. Prior to
joining ICN, Mr. Hijmans held managerial positions at Hoffmann-La Roche. He held
various responsible positions within ICN and thus obtained profound
professional knowledge. As Senior Vice President and GM of ICN International
Western Europe, Mr. Hijmans will continue his activities in expanding ICN's
business in one of the world's most potential pharmaceutical markets.
Mr. Hijmans is a chemist by education, graduated from Leiden University,
Netherlands. He is also certified expert in management and marketing.
Mr. Hijmans speaks four languages.
MANAGEMENT TEAM
(Photo)
PETAR MILANKOVIC
Senior Vice President and General Manager
ICN International Central Europe
In this position Mr. Milankovic will be responsible to ensure further
successful development of ICN International subsidiaries in Central Europe.
Mr. Milankovic in his long professional history held senior positions in
tires and shoes industry. He was Director for M&S at Galenika, Belgrade; with
establishment of ICN Yugoslavia, he was taken over as Vice President M&S. In
1998 he was promoted to Vice President M&S Eastern Europe and soon became
General Manager ICN Czech Republic and General Manager ICN Hungary. From this
position he is appointed to Senior Vice President and General Manager of ICN
Central Europe.
Mr. Milankovic graduated from Faculty of Technology, University of Belgrade
(Serbia) and earned his degree of MSc from Zagreb University (Croatia).
MANAGEMENT TEAM
[PHOTO]
DEJAN JOVANOVIC
Senior Vice President
General Manager Eastern Europe Pharma
Dejan Jovanovic has been appointed General Manager of ICN's pharmaceutical
business line in Russia, effective November 1, 2001. His focus will be on
revenue, marketing, sales, logistics, distribution and finance, as well as
strategic planning responsibilities.
Dr. Jovanovic brings to ICN ten years of experience as general manager in
different foreign companies in Russia (Sanofi-Synthelabo and Abbott
Laboratories). He is currently Vice Chairman of the Association of
International Pharmaceutical Producers in Russia.
Dr. Jovanovic is a Medical Doctor graduated from Warsaw Medical School,
Poland and is a specialist in anesthesiology. He holds a US citizenship.
MANAGEMENT TEAM
[PHOTO]
XAVIER THEVELEIN
Senior Vice President and General Manager
ICN International AAA
Xavier Thevelein joined ICN September 1, 2001 as Vice President and General
Manager of the AAA region. In this position he is responsible for achieving the
annual sales plan with full P&L responsibility through management of all
departments within the region. He is also responsible for the exploration of new
business opportunities in order to maximize sales through strategic alliances.
Mr. Thevelein's career in the pharmaceutical industry began as a sales
representative for Baxter Travenol in Belgium. From there he moved on to
Janssen-Cilag--Johnson & Johnson where he spent 14 years developing and
implementing international marketing strategies and growing regional sales to
achieve leading market ranking position. In his regional, area and general
manager positions in the Pacific Rim, Central and Eastern Europe, Mr. Thevelein
had full P&L responsibility as he established fully autonomous local marketing
organizations.
Mr. Thevelein received the degrees of Licentiate Physical Education,
Licentiate Physical Therapy, both first of class with great distinction and
earned an MBA at the Catholic University of Louvain, Belgium.
MANAGEMENT TEAM
[PHOTO]
JOHN ORTEGA
Senior Vice President
General Manager International Retail
John Onega joined ICN in 1998. He was ICN's Senior Vice President of
Worldwide Over-The-Counter Products and General Manager of ICN Russia.
For more than 20 years, Mr. Ortega has led several successful
entrepreneurial ventures in USA. These ventures have given him a very
diversified business background and a demonstrated track record of profitable
performance. He managed manufacturing facilities and suppliers in the Asian
region, further enhancing his international business management experience.
Mr. Ortega speaks conversational Spanish and Lithuanian.
MANAGEMENT TEAM
ICN INTERNATIONAL
ICN International AG, the holding company for ICN International, a
multinational group which develops, manufactures and sells both ethical and OTC
branded pharmaceutical products, started its operations at the beginning of
January 2002. The registered office of ICN International AG is in Birsfelden
(Basel), Switzerland, and it has regional headquarters in Moscow, Russia. ICN
International has ten manufacturing facilities in Central and Eastern Europe
and three in Western Europe and has 10,110 employees. It operates throughout
Europe and AAA.
In 2000 ICN Pharmaceuticals has announced a restructuring plan under which
it proposed to split itself into three publicly-traded entities reflecting its
three primary businesses. As part of this restructuring plan, ICN
Pharmaceuticals contributed to ICN International AG in a number of stages of its
non-Americas businesses (comprising operations in Central and Eastern Europe,
Western Europe and Asia, Africa and Australia).
ICN Pharmaceuticals is a publicly traded company, headquartered in Costa
Mesa, California, the United States. Shares in ICN Pharmaceuticals are listed on
the New York Stock Exchange under the ticker symbol "ICN".
ICN International's businesses result from organic growth and acquisitions
made by the ICN Group. The ICN Group was one of the first western-based
pharmaceuticals businesses to make a direct investment in Central and Eastern
Europe and now has well-established operations in Russia, Hungary, Poland and
Czech Republic, from where sales are made throughout the Central and Eastern
European region.
The majority of ICN International's revenues are
MANAGEMENT TEAM
generated in Central and Eastern Europe. According to statistics published by
IMS, ICN International was the largest pharmaceutical business in Russia in
terms of units sold.
ICN International's strategy is to continue to strengthen its position in
emerging markets, particularly in Central and Eastern Europe, as well as in the
more developed markets in which it is already present. Management strives both
to maximise the potential of ICN International's existing product portfolio in
terms of revenues and profits and to acquire additional products.
In implementing this strategy, ICN International seeks to exploit
opportunities created by the increasing focus among the largest pharmaceutical
companies in the world's biggest pharmaceutical markets and on products with the
greatest potential revenues. Management believes that this focus will create
attractive opportunities for ICN International to increase its revenues and
profits by concentrating its efforts on markets and products outside these
companies' principal areas of interest. Furthermore, with its relatively low
cost manufacturing base in Central and Eastern Europe, Management believes ICN
International is well positioned to benefit from the continuing integration of
this region with Western Europe, particularly with regard to its operations in
Hungary and Poland.
MANAGEMENT TEAM
NOTES
[ICN International Logo]
Headquarters
Ruhrbergstrasse 21
CH-4127 Birsfelden (Basel)
Switzerland
LETTER TO SHAREHOLDERS
One Year Comparison: March 2001-March 2002
ICN Beats Drug Industry by 27% ICN Beats Biotech Industry by 18%
[Graphic omitted] [Graphic omitted]
ICN Beats Dow Jones by 19% ICN Beats S&P 500 by 26%
[Graphic omitted] [Graphic omitted]
[LOGO] ICN Pharmaceuticals, Inc.
================================================================================
Corporate Financial
Overview
April 2002
[LOGO] ICN Pharmaceuticals, Inc.
================================================================================
Q4 2001
FINANCIAL REVIEW
[LOGO] ICN Pharmaceuticals, Inc.
================================================================================
REVENUES
Q4
2000 VS. 2001
($000's)
2000 2001 %
ACTUAL ACTUAL CHANGE
--------- --------- ---------
Americas $ 89,124 $ 105,409 18%
International 90,065 102,894 14%
--------- --------- ---------
Total Specialty
Pharmaceuticals 179,189 208,303 16%
Royalties 30,000 54,001 80%
--------- --------- ---------
TOTAL $ 209,189 $ 262,304 25%
========= ========= =========
[LOGO] ICN Pharmaceuticals, Inc.
================================================================================
OPERATING INCOME
Q4
2000 VS. 2001
($000's)
2000 2001 %
ACTUAL ACTUAL CHANGE
--------- --------- ---------
Americas $ 25,736 $ 37,129 44%
International (5,255) 12,164
--------- ---------
Total Specialty
Pharmaceuticals 20,481 49,293 141%
Ribapharm 22,666 41,415 83%
Corporate (23,920) (13,136) (45%)
--------- --------- ---------
TOTAL $ 19,227 $ 77,572 303%
========= ========= =========
[LOGO] ICN Pharmaceuticals, Inc.
================================================================================
2001 Full Year
FINANCIAL REVIEW
[LOGO] ICN Pharmaceuticals, Inc.
================================================================================
REVENUES
2000 VS. 2001
($000's)
2000 2001 %
ACTUAL ACTUAL CHANGE
---------- ---------- --------
Americas $ 306,594 $ 361,847 18%
International 338,610 359,268 6%
---------- ---------- --------
Total Specialty
Pharmaceuticals 645,204 721,115 12%
Royalties 155,100 136,989 (12%)
---------- ---------- --------
TOTAL $ 800,304 $ 858,104 7%
========== ========== ========
[LOGO] ICN Pharmaceuticals, Inc.
================================================================================
OPERATING INCOME
2000 VS. 2001
($000's)
2000 2001 %
ACTUAL ACTUAL CHANGE
---------- ---------- --------
Americas $ 93,261 $ 116,666 25%
International 12,048 25,820 114%
---------- ---------- --------
Total Specialty
Pharmaceuticals 105,309 142,486 35%
Ribapharm 130,800 112,500 (14%)
Corporate (52,154) (65,151) 25%
---------- ---------- --------
TOTAL $ 183,955 $ 189,835 3%
========== ========== ========
[LOGO] ICN Pharmaceuticals, Inc.
================================================================================
CONSOLIDATED STATEMENT OF
OPERATIONS
2000 VS 2001
($000's)
2000 2001 %
Actual Actual Change
---------- ----------- --------
Product Sales $ 645,204 $ 721,115 12%
Royalties 155,100 136,989 (12%)
---------- ----------- --------
Revenues 800,304 858,104 R 7%
Gross Profit - Net of Royalties 381,779 416,904 9%
59% 59%
Selling & Advertising 187,394 216,332 15%
General & Administrative 54,730 45,631 (17%)
Amortization of Goodwill & Intangibles 30,448 32,084 5%
---------- ----------- --------
Income from Operations 264,914 278,321 5%
Corporate 62,190 58,509 (6%)
Research & Development 18,769 30,47 62%
---------- ----------- --------
80,959 88,983 10%
Operating Income 183,955 189,338 3%
23% 22%
[LOGO] ICN Pharmaceuticals, Inc.
================================================================================
CONSOLIDATED STATEMENT OF
OPERATIONS
2000 VS 2001
($000's)
continued
2000 2001 %
Actual Actual Change
----------- ----------- ----------
Operating Income 183,955 189,338 3%
23% 22%
Interest, net 47,814 46,149 (3%)
Translation and exchange and other, net 6,587 (1,168) (118%)
----------- ----------- ----------
Pre-tax Income 129,554 144,357 R 11%
Tax Provision and Minority Interest 36,149 59,157 64%
----------- ----------- ----------
Net Income before extraordinary loss 93,405 85,200 (9%)
Extraordinary loss, net of income taxes (1) 3,225 21,066
----------- -----------
Net Income $ 90,180 $ 64,134
=========== ===========
Diluted EPS, before extraordinary loss $ 1.14 $ 1.02 (10%)
Extraordinary loss per share (1) $ 0.04 $ 0.25
----------- -----------
Diluted EPS $ 1.10 $ 0.77
=========== ===========
Average Shares 82,264 83,166
=========== ===========
(1) Repurchase of debt related to restructuring
[LOGO] ICN Pharmaceuticals, Inc.
================================================================================
BALANCE SHEETS
December December
2000 2001
---------- ----------
Cash and Marketable Securities $ 155,585 $ 327,595
Accounts Receivable 225,639 266,879
Inventory 170,263 163,930
Prepaid Expenses 13,929 14,525
---------- ----------
Current Assets 565,416 772,929
Property, Plant & Equipment 367,229 405,361
Goodwill and Intangibles 437,090 446,286
Other Assets 107,337 129,789
---------- ----------
Total Assets $1,477,072 $1,754,365
========== ==========
[LOGO] ICN Pharmaceuticals, Inc.
================================================================================
BALANCE SHEETS
continued
December December
2000 2001
---------- ----------
Accounts Payable $ 153,188 $ 152,343
Short-Term Debt 907 5,741
Taxes Payable 4,682 3,396
---------- ----------
Current Liabilities 158,777 161,480
Long-Term Debt 510,781 734,933
Minority Interest 9,332 7,858
Other Liabilities 40,988 39,377
---------- ----------
Total Liabilities 719,878 943,648
Stockholders' Equity 757,194 810,717
---------- ----------
Total Liabilities & Equity $1,477,072 $1,754,365
========== ==========
Current Ratio 3.6 4.8
[LOGO] ICN Pharmaceuticals, Inc.
================================================================================
CASH FLOWS
ENDED DECEMBER 31, 2001
Cash and Marketable Securities, Beginning $ 155,205
Operations
--------------------------------------
Net Income 64,134
Depreciation & Amortization 71,025
Extraordinary loss (1) 21,066
Other Working Capital Changes (18,113)
---------
138,112
Investing & Financing
--------------------------------------
Capital Expenditures (68,802)
Acquisitions (49,981)
Issuance of Long-Term Debt 508,177
Payments on Long-Term Debt (345,701)
Exercise of Stock Options 12,257
Dividends (24,002)
Other 2,330
---------
34,278
---------
Cash and Marketable Securities, Ending $ 327,595
=========
(1) Repurchase of debt related to restructuring.