ICN Statement

Apr 03, 2001, 01:00 ET from ICN Pharmaceuticals, Inc.

    COSTA MESA, Calif., April 3 /PRNewswire/ -- ICN Pharmaceuticals, Inc.
 (NYSE:   ICN) ICN issued the following statement in response to the release
 issued this afternoon by Special Situation Partners (SSP):
 
     "ICN management and its board of directors find this move as another step
 by SSP to continuously disrupt the ability of ICN to complete its
 restructuring, manage the company effectively and to achieve a fair valuation
 for ICN stock in the marketplace.
     "Tettamanti's background business and practices have been criticized by
 others in the past.  For example, Forbes magazine has characterized him as
 'controversial.'  He and his companies have been involved in kick backs,
 insider trading and political corruption."  ICN is developing information
 establishing that similar activities are continuing.  We will continue our
 investigation of Tettamanti and his nominees, and will communicate the results
 of our investigation to our shareholders.
     "We intend to pursue all appropriate action, including litigation, to
 protect the value of ICN.
     "ICN has stated before and will state again that the company is committed
 to its restructuring and is proceeding in the best interests for the long-term
 benefits of its shareholders.  The Company will not move precipitously for the
 benefit of short-term speculators.
     "SSP's statement that 'little or no tangible progress has been made' is
 flat wrong.  In the last ten months:
 
     -- Filed the initial Ribapharm registration statement with the SEC and a
        revised prospectus will be filed shortly.
 
     -- ICN submitted a draft circular for the offering and listing of shares
        in ICN International on the Budapest and London Exchanges.
 
     -- Repurchased $95 million in public debt as part of the restructuring.
 
     -- Elected to its board:  The Right Honorable Kim Campbell, former
        Canadian Prime Minister; Dr. Ray Irani, Chief Executive Officer of
        Occidental Petroleum, an NYSE-listed company; and Rosemary Tomich,
        Chairman and Chief Executive Officer of Livestock Clearing, Inc. and a
        long-time member of Occidental Petroleum's Board of Directors.
 
     "ICN has valuable strategic assets and a bright future and these are best
 managed under ICN's existing board of directors, and the management which has
 been responsible for the growth of the company from $1 million to $800 million
 and the development of one of the major drugs of our time."
 
     ICN stockholders are strongly advised to read the proxy statement relating
 to ICN's 2001 annual meeting of stockholders when it becomes available, as it
 will contain important information.  Stockholders will be able to obtain this
 proxy statement, any amendments to the proxy statement and other documents
 filed by ICN with the Securities and Exchange Commission for free at the
 Internet website maintained by the Securities and Exchange Commission at
 www.sec.gov.  In addition, ICN will mail the proxy statement to each
 stockholder of record on the record date to be established for the
 stockholders meeting.  ICN will also make additional copies of the proxy
 statement and any amendments to the proxy statement available for free to
 ICN's stockholders.  Please direct your request for the proxy statement to
 Investor Relations, ICN Pharmaceuticals, Inc., 3300 Hyland Avenue, Costa Mesa,
 California 92626, telephone (714) 545-0100, extension 3104.
 
     Participant Information
     In accordance with Rule 14a-12(a)(1)(i) of the Securities Exchange Act
 of 1934, as amended, the information concerning persons who may be deemed
 participants is as follows:
     ICN, its executive officers and directors named below may be deemed to be
 participants in the solicitation of proxies for ICN's 2001 annual meeting of
 stockholders.  The number of shares of ICN common stock beneficially owned by
 each of these persons as of March 31, 2001 is listed in parenthesis after his
 or her name.
     Milan Panic, Chairman of the Board of Directors and Chief Executive
 Officer, (2,371,092); Adam Jerney, President and Chief Operating Officer and a
 director, (735,498); Richard A. Meier, Executive Vice President and Chief
 Financial Officer, (76,750); David C. Watt, Executive Vice President, General
 Counsel and Corporate Secretary, (188,204); John E. Giordani, Executive Vice
 President, (77,356); Bill A. MacDonald, Executive Vice President, Strategic
 Planning (44,250); Jack L. Sholl, Executive Vice President, Corporate Public
 Relations, (138,682); and Johnson Y.N. Lau, Senior Vice President, Research
 and Development, (18,750).
     ICN's directors who are not also executive officers are:
 Norman Barker, Jr. (141,690); Birch E. Bayh, Jr. (97,266); Alan F. Charles
 (100,478); Stephen D. Moses (84,505); Roger Guillemin M.D., Ph.D. (159,681);
 Jean-Francois Kurz (127,716); Thomas H. Lenagh (124,528); Roberts A. Smith
 Ph.D. (192,162); Andrei Kozyrev, Ph.D. (40,625), Kim Campbell, PC, QC (none),
 Rosemary Tomich (none) and Ray Irani (none).
     ICN is also party to employment agreements with its executive officers
 which provide that, upon the occurrence of specific events following a change
 in control of ICN, the executive officers may be entitled to receive
 compensation and other payments.  Additionally, ICN's executive officers have
 options to acquire shares of ICN's common stock, some of which are unvested as
 of the date hereof.  These options will vest upon a change in control of ICN.
 
 

SOURCE ICN Pharmaceuticals, Inc.
    COSTA MESA, Calif., April 3 /PRNewswire/ -- ICN Pharmaceuticals, Inc.
 (NYSE:   ICN) ICN issued the following statement in response to the release
 issued this afternoon by Special Situation Partners (SSP):
 
     "ICN management and its board of directors find this move as another step
 by SSP to continuously disrupt the ability of ICN to complete its
 restructuring, manage the company effectively and to achieve a fair valuation
 for ICN stock in the marketplace.
     "Tettamanti's background business and practices have been criticized by
 others in the past.  For example, Forbes magazine has characterized him as
 'controversial.'  He and his companies have been involved in kick backs,
 insider trading and political corruption."  ICN is developing information
 establishing that similar activities are continuing.  We will continue our
 investigation of Tettamanti and his nominees, and will communicate the results
 of our investigation to our shareholders.
     "We intend to pursue all appropriate action, including litigation, to
 protect the value of ICN.
     "ICN has stated before and will state again that the company is committed
 to its restructuring and is proceeding in the best interests for the long-term
 benefits of its shareholders.  The Company will not move precipitously for the
 benefit of short-term speculators.
     "SSP's statement that 'little or no tangible progress has been made' is
 flat wrong.  In the last ten months:
 
     -- Filed the initial Ribapharm registration statement with the SEC and a
        revised prospectus will be filed shortly.
 
     -- ICN submitted a draft circular for the offering and listing of shares
        in ICN International on the Budapest and London Exchanges.
 
     -- Repurchased $95 million in public debt as part of the restructuring.
 
     -- Elected to its board:  The Right Honorable Kim Campbell, former
        Canadian Prime Minister; Dr. Ray Irani, Chief Executive Officer of
        Occidental Petroleum, an NYSE-listed company; and Rosemary Tomich,
        Chairman and Chief Executive Officer of Livestock Clearing, Inc. and a
        long-time member of Occidental Petroleum's Board of Directors.
 
     "ICN has valuable strategic assets and a bright future and these are best
 managed under ICN's existing board of directors, and the management which has
 been responsible for the growth of the company from $1 million to $800 million
 and the development of one of the major drugs of our time."
 
     ICN stockholders are strongly advised to read the proxy statement relating
 to ICN's 2001 annual meeting of stockholders when it becomes available, as it
 will contain important information.  Stockholders will be able to obtain this
 proxy statement, any amendments to the proxy statement and other documents
 filed by ICN with the Securities and Exchange Commission for free at the
 Internet website maintained by the Securities and Exchange Commission at
 www.sec.gov.  In addition, ICN will mail the proxy statement to each
 stockholder of record on the record date to be established for the
 stockholders meeting.  ICN will also make additional copies of the proxy
 statement and any amendments to the proxy statement available for free to
 ICN's stockholders.  Please direct your request for the proxy statement to
 Investor Relations, ICN Pharmaceuticals, Inc., 3300 Hyland Avenue, Costa Mesa,
 California 92626, telephone (714) 545-0100, extension 3104.
 
     Participant Information
     In accordance with Rule 14a-12(a)(1)(i) of the Securities Exchange Act
 of 1934, as amended, the information concerning persons who may be deemed
 participants is as follows:
     ICN, its executive officers and directors named below may be deemed to be
 participants in the solicitation of proxies for ICN's 2001 annual meeting of
 stockholders.  The number of shares of ICN common stock beneficially owned by
 each of these persons as of March 31, 2001 is listed in parenthesis after his
 or her name.
     Milan Panic, Chairman of the Board of Directors and Chief Executive
 Officer, (2,371,092); Adam Jerney, President and Chief Operating Officer and a
 director, (735,498); Richard A. Meier, Executive Vice President and Chief
 Financial Officer, (76,750); David C. Watt, Executive Vice President, General
 Counsel and Corporate Secretary, (188,204); John E. Giordani, Executive Vice
 President, (77,356); Bill A. MacDonald, Executive Vice President, Strategic
 Planning (44,250); Jack L. Sholl, Executive Vice President, Corporate Public
 Relations, (138,682); and Johnson Y.N. Lau, Senior Vice President, Research
 and Development, (18,750).
     ICN's directors who are not also executive officers are:
 Norman Barker, Jr. (141,690); Birch E. Bayh, Jr. (97,266); Alan F. Charles
 (100,478); Stephen D. Moses (84,505); Roger Guillemin M.D., Ph.D. (159,681);
 Jean-Francois Kurz (127,716); Thomas H. Lenagh (124,528); Roberts A. Smith
 Ph.D. (192,162); Andrei Kozyrev, Ph.D. (40,625), Kim Campbell, PC, QC (none),
 Rosemary Tomich (none) and Ray Irani (none).
     ICN is also party to employment agreements with its executive officers
 which provide that, upon the occurrence of specific events following a change
 in control of ICN, the executive officers may be entitled to receive
 compensation and other payments.  Additionally, ICN's executive officers have
 options to acquire shares of ICN's common stock, some of which are unvested as
 of the date hereof.  These options will vest upon a change in control of ICN.
 
 SOURCE  ICN Pharmaceuticals, Inc.