Healthcare Industry News:  Sinclair Pharma 

Biopharmaceuticals Mergers & Acquisitions

 News Release - January 2, 2007

Graceway Pharmaceuticals, LLC Announces Completed Acquisition of 3M Pharmaceuticals Business and FDA Extension of Aldara Exclusivities

BRISTOL, Tenn., Jan. 2 (HSMN NewsFeed) -- Graceway Pharmaceuticals, LLC, a portfolio company of GTCR Golder Rauner, LLC, announced that it has completed its previously announced acquisition of the pharmaceutical business of 3M (NYSE: MMM ) in the United States, Puerto Rico, Canada and Latin America. The acquisition included, among other assets, all of 3M's branded pharmaceutical products. As part of the transaction, Graceway and 3M have entered into manufacturing agreements for the products as well as a technology access and development agreement. In connection with the acquisition, Graceway has retained the majority of 3M's experienced field sales force in North and Latin America. Total consideration paid by Graceway at closing was approximately $875 million. Estimated 2006 net revenues for the products in North and Latin America total approximately $350 million.

The products acquired include, among others, Aldara® (imiquimod) Cream 5% indicated for the treatment of external genital warts, actinic keratosis, and superficial basal cell carcinoma in certain circumstances and MaxAir(TM) (pirbuterol acetate inhalation aerosol) Autohaler(TM) indicated for the prevention and reversal of asthmatic attacks. In addition to the products, Graceway also acquired related new drug applications, trademarks, copyrights, patents, licenses to certain patents associated with potential new formulations of the products, and other related intellectual property.

"We are very pleased to have completed this transaction in such a timely manner, especially in light of the U.S. Food and Drug Administration's recent grant of six-month pediatric exclusivity for Aldara," said Jefferson J. Gregory, Chairman and CEO of Graceway. This award by the FDA extends by six months the exclusivities associated with all patents listed with Aldara in FDA's publication, Approved Drug Products with Therapeutic Equivalence Evaluations, also known as the Orange Book.

Mr. Gregory continued, "This acquisition demonstrates our ability to execute our strategic goal of increasing value by delivering innovative products in attractive therapeutic specialties. We will now pursue opportunities to strengthen and enhance these established products and extend our offering of branded prescription products in these areas."

Graceway also announced that Chester Valley Pharmaceuticals, based in Malvern, Pennsylvania, has been fully merged into Graceway. Bob Moccia, former CEO of Chester Valley, will serve as President and COO of Graceway. "Our merger into Graceway and the acquisition from 3M adds significant depth to our existing portfolio of dermatology products and creates a presence for us in several new complementary therapeutic specialties," stated Mr. Moccia. The newly combined sales force consists of more than 190 experienced professionals in sales, managed care and medical education.

The organization's headquarters and corporate functions, which include finance, business development, regulatory, information technologies, human resources, legal, and technical operations, are based in Bristol, Tennessee. Sales, marketing and product development initiatives are based in Malvern, Pennsylvania.

About Graceway Pharmaceuticals, LLC

Graceway Pharmaceuticals, LLC ("Graceway"), headquartered in Bristol, Tennessee, is a pharmaceutical company focused on acquiring, in-licensing, and developing branded prescription pharmaceutical products. Current prescription products marketed by Graceway include Aldara, Atopiclair, Benziq, Maxair, Metrogel-Vaginal, Minitran, and Tambocor.

Aldara, Benziq, Maxair, Metrogel-Vaginal, Tambocor, and Minitran are trademarks of Graceway. Atopiclair is a licensed trademark from Sinclair Pharma plc.

About 3M - A Global, Diversified Technology Company

Every day, 3M people find new ways to make amazing things happen. Wherever they are, whatever they do, the company's customers know they can rely on 3M to help make their lives better. 3M's brands include Scotch, Post-it, Scotchgard, Thinsulate, Scotch-Brite, Filtrete, Command and Vikuiti. Serving customers in more than 200 countries around the world, the people of 3M use their expertise, technologies and global strength to lead in major markets including consumer and office; display and graphics; electronics and telecommunications; safety, security and protection services; health care; industrial and transportation.

Scotch, Post-it, Scotchgard, Thinsulate, Scotch-Brite, Filtrete, Command and Vikuiti are trademarks of 3M.

About GTCR Golder Rauner, LLC

Founded in 1980, GTCR Golder Rauner, LLC ("GTCR") is a leading private equity investment firm and long-term strategic partner for outstanding management teams. The Chicago-based firm pioneered the investment strategy of identifying and partnering with exceptional executives to acquire and build companies through a combination of acquisitions and strong internal growth. GTCR currently manages more than $8 billion of equity capital invested in a wide range of companies and industries. More information about GTCR may be found at .

Source: Graceway Pharmaceuticals

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