Pharmaceuticals - Transactions Tearsheet

PHARMACEUTICALSM&A TearsheetAugust 2015

Alps Venture Partners

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Merger & Acquisition Summary - Pharmaceuticals

Valuation Summary

Total Deal Value ($mm) 313,677

Average Deal Value ($mm) 662

Average TEV/Revenue 3.3x

Average TEV/EBITDA 25.4x

Average Day Prior Premium (%) 13%

Average Week Prior Premium (%) 16%

Average Month Prior Premium (%) 21%

*Source – CapitalIQ, AlpsVP AnalysisDate Range: Jain 1, 2010 – August 15, 2015

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Transaction Ranges

Greater than $1 billion 43

$500 - $999.9 mm 35

$100 - $499.9 mm 104

Less than $100 mm 291

PHARMACEUTICALS – HISTORICAL TREND ANALYSIS


Transaction Multiples - Trends

*Source – CapitalIQ, AlpsVP Analysis;

2010 2011 2012 2013 2014 20150.0x

5.0x

10.0x

15.0x

20.0x

25.0x

30.0x

35.0x

40.0x

45.0x

2.9x 3.3x 2.9x 3.6x 3.3x 4.1x

12.9x

23.2x

36.9x40.1x

16.0x

30.2x

Average TEV/RevenueAverage TEV/EBITDA

Mul

tiple

s

Historical Multiples 2010 2011 2012 2013 2014 2015 5 Year

Average TEV/Revenue 2.9x 3.3x 2.9x 3.6x 3.3x 4.1x 3.2x

Average TEV/EBITDA 12.9x 23.2x 36.9x 40.1x 16.0x 30.2x 25.8x

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Transaction Numbers - Trends

*Source – CapitalIQ, AlpsVP Analysis;

2010 2011 2012 2013 2014 2015 -

10

20

30

40

50

60

70

7 8 6 3

10 9

3 7 8 9 7

1

14

22

14

23 21

10

64 60

41

52

44

30

> $1 billion$500 - $999.9mm$100 - $499.9mmLess than $100mm

Num

ber o

f Tra

nsac

tions

(in $ Million) 2010 2011 2012 2013 2014 2015 5 Year

Average Deal Value 356 470 362 300 767 2,450 451

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Geographic Heat Map

*Source – CapitalIQ, AlpsVP Analysis; Number of transactions in Major Regions;

Asia Pacific – 44%

Americas – 31% Europe/MENA/Africa – 25%

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Region / Transactions Number Total Value Average Size

Asia Pacific 208 30,829 148

Europe/MENA/Africa 119 78,755 662

Americas 147 204,094 1,388


Active Buyers

Company Name Number Of Transactions

Novo A/S 39

OrbiMed Advisors, L.L.C. 22

SV Life Sciences Advisers, LLC 22

Fidelity Biosciences 20

New Enterprise Associates 19

MPM Capital 18

Novartis Venture Funds 17

Valeant Pharmaceuticals International, Inc. (TSX:VRX) 17

Sofinnova Ventures, Inc. 15

*Source – CapitalIQ, AlpsVP [email protected]


Biggest Transactions

Target Deal Value ($mm)

Allergan Inc. 72,916

Forest Laboratories, LLC 26,563

Salix Pharmaceuticals Ltd. 14,040

Nycomed SICAR S.C.A. 13,767

Warner Chilcott plc 8,721

Abbott Products SA 7,653

Cephalon, Inc. 7,527

Novartis AG, Global Vaccines Business 7,050

Actavis Group ehf. 5,988

Abbott Laboratories, Non-U.S. Developed Markets Specialty and Branded Generics Business 5,725

*Source – CapitalIQ, AlpsVP [email protected]

Alps Venture Partners has established a team of experts that have experience in valuing businesses across diverse industry sectors and all developmental stages; ranging from clients with seed funding to pre-IPO stage. With the team having experience of both valuations and audits, our detailed and insightful valuation appraisal reports, along with our responsive support, help our clients easily pass through any stringent audit review process in a smooth, efficient and time-bound manner.Tax Compliance Financial Reporting Strategic Valuation

Financial Reporting and Tax Compliance ServicesIRC 409aWe have experience of handling more than 2000+ 409a valuations across Industries. With the team having experience of both valuations and audits, our detailed and insightful Section 409A appraisal reports, along with our responsive support, help our clients easily pass through any stringent audit review process in a smooth, efficient and time-bound manner.

Fair Value Measurement

We help PE and VC clients to comply with ASC 820 and IFRS 13 standard’s complex provisions and avoid any audit issues in their quarterly and annual reporting.

Relative TSR ProgramsWe value the awards

with Relative TSR metrics, using sophisticated modeling techniques which allow clients to quickly and accurately value new grants.

Our business valuation experienced team along with the team of veteran Patent lawyers position us uniquely to assist clients in completing annual Goodwill and Investment Impairment testing.

ASC 350 / IAS 38

ASC 718 (FAS 123R)/IFRS 2Our experienced team

at Alps Venture Partners has performed hundreds of stock options valuations for ASC 718 for privately held companies and publicly listed companies across diverse industry sectors and enterprise development stages.

ASC 805 / IFRS 3We have unmatched proficiency in delivering Business Combinations Accounting solutions to clients in varied industries. Our comprehensive USPAP compliant appraisal reports are auditable and cost-effective, and help our clients stay focused on the deal.

IRC 83 B ElectionAlps Venture Partners has extensive experience in assisting companies seeking to comply with IRC 83 B election. Failing to make a timely 83(b) election may lead to disastrous tax consequences for a start-up company founder or employee.


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Corporate Finance Services

We provide clients with high quality research, analytical and advisory support for transactions. We offer a range of services such as initial opportunity assessment, market analysis, financial modeling, commercial and financial due diligence, valuation, capital structure planning, and deal structuring. Investment

Opportunity Assessment

Target Identification Preparation of Pitch

Books Buyer & Seller

Services Fairness Opinions Financial Modeling Business and

Financial Due Diligence etc.

Transaction advisory


Financial ModelingWhether it is evaluating new business ventures, proposed transactions or financial and operational strategies, a robust and dynamic financial model is an integral component to the decision-making process.

Transaction Identification

We can help by global target identification considering the requirements with maximum synergy.

The financial due diligence process is a necessity to any transaction. Our aim is to enable owners and managers to make such investments with confidence by supporting and advising at every stage. We will help reduce the risk – and stress – of investing at home or in another country.

Due Diligence

Custom ResearchWe provide clients with customized research report, model, decks with client specific requirements such as: Business plan

development, Diagnostic review of

operations Competitor

benchmark analysis Intellectual Property

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Disclaimer

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Pharmaceuticals - Transactions Tearsheet

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