Watson Prices $3.9 Billion of Senior Unsecured Notes

Sep 27, 2012, 17:58 ET from Watson Pharmaceuticals, Inc.

PARSIPPANY, N.J., Sept. 27, 2012 /PRNewswire/ -- Watson Pharmaceuticals, Inc. (NYSE: WPI) today announced the pricing of a debt offering of $1.2 billion of 1.875% senior notes due 2017, $1.7 billion of 3.250% senior notes due 2022 and $1.0 billion of 4.625% senior notes due 2042, for a total offering of $3.9 billion in aggregate principal amount.  The offering is expected to close on October 2, 2012, subject to market conditions and other factors.

Watson intends to use the net proceeds from the offering to fund a portion of the cash consideration for Watson's previously announced acquisition of the privately-held Actavis Group.  The senior unsecured notes offering is not conditioned on the completion of the acquisition of the Actavis Group.  However, if the acquisition is not consummated on or prior to February 28, 2013 or the agreement relating to the acquisition is terminated at any time prior to such date, Watson will be required to redeem all of the senior unsecured notes at a redemption price equal to 101% of the aggregate principal amount of the senior unsecured notes, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption.

Watson has filed a registration statement (including a prospectus supplement and accompanying prospectus) with the SEC relating to the offering.  This offering of senior unsecured notes may be made only by means of a prospectus supplement and an accompanying prospectus.  Before investing, investors should read the prospectus, the prospectus supplement and other documents that the company has filed with the SEC for more complete information about Watson Pharmaceuticals, Inc. and this offering.  Investors may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov.  Alternatively, copies of the prospectus and prospectus supplement relating to the notes can be obtained by contacting Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wells Fargo Securities, LLC, Barclays Capital Inc. or J.P. Morgan Securities LLC:

Merrill Lynch, Pierce, Fenner & Smith Incorporated Attn: Prospectus Department 222 Broadway, 7th Floor New York, NY  10038 Telephone:  1-866-294-1322

Wells Fargo Securities, LLC Attn: Capital Markets Client Support 1525 West W.T. Harris Blvd., NC0675 Charlotte, NC 28262 Email:  cmclientsupport@wellsfargo.com Telephone:  1-800-326-5897

Barclays Capital Inc. c/o Broadridge Financial Solutions 1155 Long Island Avenue Edgewood, NY 11717 Email:  barclaysprospectus@broadridge.com Telephone:  1-888-603-5847

J.P. Morgan Securities LLC Attn: Investment Grade Syndicate Desk 383 Madison Avenue, 3rd Floor New York, New York, 10179 Telephone:  1-212-834-4533 (collect)

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

About Watson Pharmaceuticals, Inc. Watson Pharmaceuticals, Inc. is an integrated global specialty pharmaceutical company. The Company is engaged in the development, manufacturing, marketing and distribution of generic pharmaceuticals and specialized branded pharmaceutical products focused on Urology and Women's Health. The Company is also developing biosimilar products in Women's Health and Oncology.  Additionally, Watson distributes generic and branded pharmaceuticals through its Anda, Inc. distribution business. Watson has operations in many of the world's established and growing international markets.

For press release and other company information, visit Watson Pharmaceuticals' Web site at http://www.watson.com.

Forward-Looking Statement Statements contained in this press release that refer to non-historical facts are forward-looking statements that reflect Watson's current perspective of existing information as of the date of this release. It is important to note that Watson's goals and expectations are not predictions of actual performance. Actual results may differ materially from Watson's current expectations depending upon a number of factors, risks and uncertainties affecting Watson's business. These factors include, among others, the inherent uncertainty associated with financial projections; successful close and subsequent integration of the Actavis acquisition and the ability to recognize the anticipated synergies and benefits of the Actavis acquisition; the anticipated size of the markets and continued demand for Watson's and Actavis' products; the impact of competitive products and pricing; the receipt of required regulatory approvals for the Actavis acquisition transaction (including the approval of antitrust authorities necessary to complete the acquisition); access to available financing (including financing for the acquisition) on a timely basis and on reasonable terms; risks of fluctuations in foreign currency exchange rates; the risks and uncertainties normally incident to the pharmaceutical industry; and such other risks and uncertainties detailed in Watson's periodic public filings with the Securities and Exchange Commission, including but not limited to Watson's Quarterly Report on Form 10-Q for the quarter ended June 30, 2012 and Watson's Annual Report on Form 10-K for the year ended December 31, 2011. Except as expressly required by law, Watson disclaims any intent or obligation to update these forward-looking statements.


Investors: Lisa DeFrancesco (862) 261-7152

Media: Charlie Mayr (862) 261-8030

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SOURCE Watson Pharmaceuticals, Inc.