Watson Pharmaceuticals, Inc. Company Valuation Sixuan Chen Advanced Corporate Finance Prof. Satya Gabriel April. 11, 2006 Presentation Overview Industry profile Current situation: company profile Forward looking: strategic plans Business environment: customers and competitors Financial performance Valuation (assumptions, merger analysis) Industry Profile Global sales: $300 billion annually U.S. - largest market share, followed by Europe and Japan Brand drugs: customer loyalty, exclusive rights Generic drugs: bioequivalents, costefficient Company Profile Development, manufacture, marketing, sale and distribution of brand and generic drugs Fourth largest generic drugmaker by market cap (after Teva, Barr and Mylan) Key statistics: Total revenue in 2005: $1.6 billion Total assets1: $3.1 billion Market cap2 : $3.2 billion Footnote: 1: as of 12/31/2005 2: as of 4/3/2006 Generic vs. Brand segment 76% of total revenue More than 125 generic products 47 ANDAs on file Development in 2005: six new launches 24% of total revenue More than 20 brand products Two sales groups: Specialty Products Nephrology Branded Product Pipeline Branded Product Disease Market Alliance Status SilodosinTM Benign-Prostatic Hyperplasia Kissei 2nd Generation Oxybutynin Overactive Bladder Early Stage Trelstar® line extension Urology Early Stage IntrinsaTM Female Sexual Dysfunction P&G Filed EmSamTM Depression SomersetBMS Approved Late Stage Strategic Alliances and Collaborations Somerset Pharmaceuticals, 50-50 JV with Mylan (agreement w/ BMS) Feb. 2006, FDA approval for Emsam® Generics development alliance with Cipla Citalopram (Q4, 2004) R&D Capacity R&D expense in 2005: $125.3 million (7.6% of revenue) R&D facilities: Corona, California Danbury, Connecticut Copiague, New York Salt Lake City, Utah Malmo, Sweden Changzhou, China Strategic Plans Generic: Development of generic drugs that are difficult to formulate Market generic alternatives to brand products Distribute generic versions of third-party brands “Watson Lab”, “Watson Pharma”, “Rugby” Brand: 2005 launches: Trelstar® and Oxytrol® Higher profit margin Continue to expand through Internal product development Strategic alliances and acquisitions Business Environment High entry-barrier Customers: drug wholesalers, retailers, distributors Consolidation in distribution network Pricing pressure Competitive Landscape Brand products: J&J, Novartis, Pfizer No competitive advantage Generic products Teva, Barr, Mylan, brand name companies in the generic market Key: timing of product’s regulatory approval and launch Financial Performance Revenue growth 5-year CAGR: 9.13% In 2005, total revenue growth 0.34% Generics: -2.51% Brand: 4.37% Price declines on nicotine gum due to entry of a competitor Increase in R&D expenses Specialty - Trelstar® Nephrology - Ferrlecit® Impairment charge: $25.1 million (2005) Stock Performance Source: Datastream, Yahoo!-Finance 1-year Stock Performance WPI vs. Industry 1-year Stock Performance WPI vs. S&P 500 Source: Datastream, Yahoo!-Finance Valuation – DCF Key assumptions: Operations: Organic revenue growth Gross/operating margin CapEx, Depreciation Working capital Valuation – DCF (cont’d) CAPM model: Risk free rate: 4.86% Market risk premium: 6.00% Beta: 1.55 Default spread: 2.00% (Bond rating: BBB-) Debt ratio: 15.47% Tax rate: 37% WACC = 12.65% Valuation – DCF Result 5-year top-line growth: 6% Continued growth: 5% Price per share: $30.45 Current share price1: $29.01 Consensus estimates: Valueline 3-5 year price range: $45-$65 Thompson 12-month target price: $32 1: Share price as of April 3, 2006 Valuation – DCF Sensitivity Analysis Continued growth rate 5-year top-line growth Management 9.25% prediction Valueline 6.00% estimate Worst-case 4.00% estimate 6% 5% 4% $34.91 $31.16 $28.27 $34.02 $30.45 $27.70 $33.37 $29.91 $27.26 Valuation – DCF Sensitivity Analysis (cont’d) Continued growth rate WACC 6% 5% 4% 10% $59.12 $48.62 $41.61 11% $46.97 $40.21 $35.39 12% $38.88 $34.22 $30.73 Valuation – Comps Brand: Pfizer, J&J, Glaxosmithkline, Novartis, Bayer Generic: Teva, Barr, Mylan, King, Alpharma, Par Forward P/E1: $27.21 Forward Price/Sales1: $44.14 1: For both P/E and Price/Sales used Generic Median; Sales and EPS estimates from Thompson One Potential Merger Analysis WPI agreed to acquire Andrx for $1.9 billion in cash ($25 per share, 32% premium) Andrx – Drug delivery Total revenue in 2005: $1 billion Total assets: $1.2 billion Total market cap: $1.7 billion Current P/E: 27.9x Drug distribution (65%), manufacture (35%) Potential Merger Analysis (cont’d) Merger positives Third-largest generic drug maker, 60 generic drugs in pipeline Synergies in SG&A Distribution network Merger negatives Potential opposition Creditwatch by S&P Andrx production halted by FDA SUMMARY DCF valuation range: $27-35 Potential upside Merger impact Industry prospect: aging population Recommendation: cautious buy at low THANK YOU! Questions?