<PAGE> 1
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
<TABLE>
<S> <C>
[ ] Preliminary Proxy Statement [ ] Confidential, for Use of the
[ ] Definitive Proxy Statement Commission Only (as permitted by Rule
[X] Definitive Additional Materials 14a-6(e)(2))
[ ] Soliciting Material Pursuant to
sec. 240.14a-11(c) or sec.
240.14a-12
</TABLE>
ICN PHARMACEUTICALS, INC.
--------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
--------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] Fee not required.
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pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
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[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule
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<PAGE> 2
This is ICN...
Innovation & Growth.
Compounded Growth 29%
5 Years of Record Revenues
<TABLE>
<CAPTION>
1995 1996 1997 1998 1999
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
(1,3)REVENUES 273M 347M 527M 698M 747M
</TABLE>
Compounded Growth 44%
4 Years of Record
Operating Income
<TABLE>
<CAPTION>
1995 1996 1997 1998 1999
---- ---- ---- ------- ----
<S> <C> <C> <C> <C> <C>
(1,3)OPERATING INCOME 47M 43M 64M 121M(2) 199M
</TABLE>
<TABLE>
<CAPTION>
1995 1996 1997 1998 1999
----- ----- ----- ----- -----
<S> <C> <C> <C> <C> <C>
(3)DIVIDENDS $0.19 $0.20 $0.21 $0.24 $0.28
</TABLE>
(1) Excludes Yugoslavia.
(2) Excludes Eastern European charges, including losses incurred in Yugoslavia
in the second quarter of 1998, losses incurred in the third quarter of 1998,
related to the Russian economic crisis, and the write-off of ICN Yugoslavia.
(3) Charts not to scale.
(4) Cumulative return based on the stock price as of close of business 10/20/00
excluding dividend reinvestment.
Vision = Results
Financial Results:
ICN's compounded five-year
growth is our success:
* Revenues 29%;
* Operating income 44%
Shareholder Value Results:
Strong Stock Performance...(4)
<TABLE>
<CAPTION>
YTD 1 Yr 5 Yr 10 Yr
--- ---- ---- ----
<S> <C> <C> <C>
59% 100% 192% 1206%
</TABLE>
ICN delivered to shareholders.
ICN Pharmaceuticals, Inc.
3300 Hyland Avenue | Costa Mesa, CA 92626
TEL: 800-548-5100 x2403 | WEB: icnpharm.com
<PAGE> 3
[MEDICAL DATA INTERNATIONAL LETTERHEAD]
NON-ABLATIVE LASER TECHNOLOGY FOR WRINKLE REMOVAL APPROVED IN U.S.
DATE:
Thursday, September 07, 2000
COMPANIES:
ICN Pharmaceuticals Inc.
CATEGORY:
Devices
Staff reports
A new laser is being delivered to the U.S. market, which may give Americans
another weapon in the wrinkle wars.
ICN PHARMACEUTICALS INC. (Costa Mesa, CA) said Wednesday that it has received
approval to market laser technology that safely removes wrinkles without
damaging the skin's surface. The patented technology was developed by ICN
Photonics Ltd. (Wales, United Kingdom), a recently acquired subsidiary.
Biochemical and clinical studies have shown that the NLite laser can
significantly increase natural collagen production rate, thereby improving skin
tone and reducing wrinkles, without the side effects of traditional laser
therapy, according to Peter Bjerring of the University Hospital Aarhus, Denmark,
a dermatologist who has conducted research on the technology.
With the non-ablative technology, the skin surface is left completely intact,
Marc Clement, co-inventor of the technology, told Medical Industry Today. In the
United States, the laser is approved for removing wrinkles around the eye area.
"The laser technology works by initiating the natural inflammatory response of
the skin, which leads to enhanced collagen production and hence reduction in
appearance of wrinkles," added Clement, ICN Photonics founder and board
chairman.
A yellow wavelength is used for the process. "We choose the pulse duration very
carefully to target specifically the small blood vessels, and we select the
energy to ensure that we do not damage any structures or induce any pigmentary
changes in the skin," Clement said.
"For many years, CO2 lasers have been used to reduce wrinkles in patients," he
added. "And that approach is fairly aggressive, because it removes the surface
of the skin. We felt the same effect could be achieved by not removing the
surface of the
<PAGE> 4
skin, but by going through the surface and initiating the same effect."
Clement said that he and the other co-inventor, Mike Kiernan, developed the
theory and modeled it on a computer. "The results indicated that we may be on to
something, so we then decided to test it biochemically," Clement said.
Bjerring conducted experiments to measure the increase in rate of collagen
production.
"When he did these experiments, we were astonished to find that the rate is
increased dramatically by the treatment," Clement says. "Having the
encouragement of good biochemical results, we decided to undertake clinical
testing with patients."
The studies examined people of various of ages and skin types. The research
included both smokers and nonsmokers, Clement noted.
The patients were assessed at various intervals--one day, one week, one month,
90 days, and 180 days. "At each of those periods, the first thing we discovered
is that there is no pain and no adverse skin reactions at all," he said.
"And we discovered there was a visible improvement in wrinkle appearance 30 days
after treatment, which continued to improve up to 90 days after the treatment."
After the 90-day period, the improvement was maintained, he said.
The wrinkles were measured on a 9-point scale of severity, with 1 indicating the
mildest wrinkle and 9 the most severe wrinkle. In a blinded evaluation,
investigators concluded that in a range of patients the average improvement was
1.8--with only one treatment, according to Clement.
The treatment generally takes about two to three minutes for the eye area, and
about 15 to 20 minutes for the whole face. The approach does not require
anesthesia or postoperative skin care, he said.
After the procedure, the patient can wear makeup and return to work right away.
Generally, there is visible improvement in wrinkles and in the general quality
of the skin 30 days after the treatment, according to Clement.
"That improvement continues generally until 90 days, at which point, the patient
may be satisfied or may elect to have further treatment," he said.
The new laser may help overcome limitations of CO2 technology.
"We have set a goal of getting as good a result as CO2 (lasers), but without any
of the horrendous side effects of CO2," Clement said.
With the CO2 technology, people generally don't return to social activities
until the burn is healed, which can take two to six weeks, he said. Patients
also may experience adverse reactions, such as infection or permanent pigmentary
changes. The CO2 procedure also involves general anesthesia and expensive
postoperative care, Clement noted.
<PAGE> 5
"We have not as yet recorded any adverse side effects with the NLite," he added.
With the non-ablative technology, dermatologists in Europe generally charge
several thousand dollars per treatment, Clement said. He believes the price will
be lower in the United States than in Europe, although he doesn't know exactly
how much treatments will cost in the U.S.
He added that the new technology will be "significantly less expensive than CO2"
in Europe and the United States.
Clement said that there are no other approved non-ablative lasers for wrinkle
reduction, to the best of his knowledge. He also noted that microdermabrasion
doesn't penetrate the skin at all and only addresses the surface quality. He
believes that the NLite technology and microdermabrasion are "compatible, but
not competing."
The non-ablative laser technology also has a number of other applications, such
as improving the appearance of scars, according to Clement. In Europe, the
technology has broad approval, which includes use for wrinkles on the whole face
and on the neck, as well as for acne and acne scars, pock marks, burns, and
stretch marks.
Eventually, expanded approval for the technology will be sought in the United
States, Clement noted.
ICN manufactures, markets and distributes a broad range of prescription and
nonprescription pharmaceuticals.
Copyright (C) 2000 Medical Data International, Inc. All rights reserved.
Complimentary subscriptions to Medical Industry Today are available at
www.medicaldata.com/mit.
THE NAME OF THE PRODUCT NLITE, MENTIONED IN THE ABOVE ARTICLE, IS BEING CHANGED
TO ICNLITE.
<PAGE> 6
[LOS ANGELES TIMES BANNERLINE
ORANGE COUNTY EDITION]
Wednesday, November 1, 2000
RIBAVIRIN THERAPY SHOWS PROMISE IN TESTS
PHARMACEUTICALS: Schering-Plough says combining the ICN drug with one of its
own reduces hepatitis C.
--------------------------------------------------------------------------------
From Bloomberg News
SCHERING-PLOUGH Corp.'s experimental hepatitis drug, Peg-Intron, is more
effective than the standard treatment for chronic hepatitis C when the drug is
combined with ICN PHARMACEUTICALS Inc.'s ribavirin, a study said.
Combining Peg-Intron with ribavirin reduced the virus to undetectable
levels in 54% of patients, according to the study presented Tuesday. About 47%
of patients on the standard treatment of Intron A and ribavirin, sold by
Schering-Plough as Rebetron, had undetectable levels of the virus.
Schering-Plough, which is based in Madison, N.J., is in a race against
Switzerland's ROCHE HOLDING to market new hepatitis drugs. Both Roche's Pegasys
and Peg-Intron are improved versions of interferon, the standard treatment.
The combination of Peg-Intron and Costa Mesa-based ICN's ribavirin "is a
great improvement and an exciting step forward" in treating the disease, said
John McHutchison, one of the study's authors and medical director of liver
transplantation at Scripps Clinic in La Jolla.
Ribavirin is available only in combination with Schering-Plough's Intron
A. Schering-Plough applied for Food and Drug Administration approval of
Peg-Intron in January, and is likely to apply for FDA approval early next year
to package it with ribavirin, the company said. Roche applied for FDA approval
of Pegasys in May.
Schering-Plough's Intron A is the world's best-selling hepatitis drug.
Hepatitis C, a virus that can lead to cirrhosis and liver cancer, affects
about 4 million people in the U.S. The virus is contracted mainly through
infected blood and contaminated needles and is the leading cause of U.S. liver
failures that require transplants.
Over 18 months, the Schering-Plough study looked at 1,529 patients with
chronic hepatitis C, divided in three groups. One group received a standard
combination of interferon and ribavirin, a second group received a low dose of
Peg-Intron plus ribavirin and the third group received a higher dose of
Peg-Intron plus ribavirin.
The group on the lower dose of Peg-Intron had about the same results as
those receiving the standard treatment.
The third group had significantly better response rates. The virus was
reduced to undetectable levels in 42% of patients with type I hepatitis C, the
most widespread and difficult to treat type, compared with 33% of patients
taking Intron A and ribavirin, the study said.
Peg-Intron and Pegasys were both designed to improve on standard Intron
therapy. Both companies are expected to use studies such as the one presented
Tuesday to try to persuade doctors to switch to the newer medications, if they
are approved.
"There's a huge marketing war going on. I think the two are going to be
equivalent," said McHutchison, who has also done research on Pegasys. "The
issue is not going to be how effective they are by themselves, but how
effective they are together with ribavirin."
<PAGE> 7
[ICN LOGO]
ICN Pharmaceuticals, Inc.
3rd Quarter Report for the Period Ending September 30, 2000
[PHOTO OF SCULPTURE]
Research & Innovation in Healthcare
<PAGE> 8
ICN PHARMACEUTICALS, INC.
DEAR SHAREHOLDER:
--------------------------------------------------------------------------------
I am pleased to report to you on the best third quarter in our company's
history: record revenues, record net income, record operating income, and
record earnings per share. I believe the antiviral ribavirin's contribution to
these results establishes ICN as a biotechnology-based company whose prospects
look good:
1. Ribavirin is the fifth largest drug in the biotech industry in dollar
sales.
2. Positive Phase III data were reported on the combination of Rebetol(R)
(ICN's ribavirin) and Schering-Plough's new PEG-INTRON.
3. Levovirin(TM) is in the pre-clinical testing stage.
4. A strategic agreement with Schering-Plough, relating to the licensing of
new ICN drugs for the treatment of hepatitis C, has been signed.
5. The ICN Board is proceeding with the restructuring.
6. The Right Honorable Kim Campbell, former Prime Minister of Canada, has
joined the ICN Board.
7. Record numbers speak for themselves. During this quarter:
- Revenues increased 14 percent to a record $207 million from $182
million in last year's third quarter.
- Net income rose 15 percent to a record $37 million from $32 million
in last year's third quarter.
- Operating income advanced to a record $64 million from $57 million
last year, an increase of 13 percent.
- Earnings were a record $0.45 per diluted share versus $0.39 cents per
diluted share in the third quarter of last year.
RECORD NINE MONTHS
For the first nine months of 2000, the company reported record net income of
$95 million or a record $1.16 per diluted share, an 18 percent increase
compared to net income of $80 million or $0.98 per diluted share for the same
period in 1999. Revenues for the first nine months of 2000 were a record $591
million, an 11 percent increase over revenues of $535 million for the same
period a year ago. Operating income in the first nine months of 2000 was a
record $165 million, a 17 percent increase over operating income of $140
million in 1999. Nine month financials exclude the results of ICN Yugoslavia.
The increases in selling, general and administrative expenses in the third
quarter and the first nine months of 2000 were due to higher selling and
advertising expenses, which were partially offset by a decline in general and
administrative expense.
RIBAVIRIN/HEPATITIS C
The success of ribavirin, discovered and developed in ICN laboratories, has
contributed greatly to third quarter and nine-month results 2000. Sales of
ribavirin surpassed $1 billion and public awareness about the virus continues
to proliferate. We will continue to increase investment in our corporate
research and development spending in keeping with our long-term objectives of
completing our product pipeline and developing new products.
<PAGE> 9
Royalties from Schering-Plough Corporation totaled a record $49 million in
the third quarter 2000, an increase of 46 percent from $33 million a year
ago. For the first nine months, royalty revenue totaled a record $125
million, up 65 percent over the $76 million reported last year. The
increase is a result of heightened worldwide demand for the combination
therapy. Schering-Plough Corporation markets ICN's ribavirin with its
Intron(R) A in the U.S. as Rebetron(TM) and in Europe as Rebetol(R) to
treat chronic hepatitis C. It is estimated that approximately two percent
of the world population is currently infected with the hepatitis C virus.
In November, ICN announced a long-term strategic agreement relating to the
licensing of drugs for the treatment of hepatitis C and other indications.
ICN and Schering-Plough have an excellent and mutually rewarding business
relationship that will now continue well into the future and build upon our
already successful relationship in the battle against hepatitis C and other
diseases.
NORTH AMERICA
North American third quarter sales were $35 million, compared to $47
million in 1999. Operating income was $11 million compared to $19 million
last year. Lower overall sales resulted from supply problems in certain
product lines. During the third quarter 2000, the company launched an
addition to its dermatological line, Glyquin(R), to treat
hyperpigmentation, which partially offset the supply problems. Glyquin(R)
is a combination of hydroquinone 4 percent and glycolic acid in
prescription bleach that does not contain the known allergy producer
sodium metabisulfite.
In September, ICN received clearance from the U.S. Food and Drug
Administration (FDA) to market ICNLite, a laser technology to safely remove
wrinkles without damaging the skin surface. The device is fully approved in
Europe and was launched at the Royal College of Physicians, London, earlier
this year. The laser technology is being launched nationwide in the U.S. in
the fourth quarter to dermatologists and plastic surgeons through the laser
sales, marketing and distribution system of Medical Alliance, Inc., with
which ICN signed a definitive purchase agreement in the third quarter.
LATIN AMERICA
In Latin America, strong third quarter performance set new records. Sales
were a record $33 million, up 34 percent compared to $24 million in 1999.
Operating income was a record $12 million compared to $9 million last
year. Latin American operations benefited from the introduction of a
number of new products during the quarter.
A new line of dermatological products, Microskin(TM) was introduced in
Mexico during the third quarter. This dermatological product line uses a
microsponge concept to encapsulate active ingredients that will remain in
the skin for a soft long-lasting effect. With this system, a complete
range of active ingredients can be encapsulated and a wide variety of
therapeutic effects can be reached. The first two products in the
Microskin(TM) line to be introduced are MicroVITA(TM) Retinol, indicated
for the treatment of photodamaged skin, and MicroKA(TM), a combination of
Retinol and vitamin K for the treatment of under-eye circles, bruises and
spider veins.
In addition, Oti Eni(TM) ear drops were launched and introduced in the
pediatric field. This is an extension of our Eni(TM) product line which is
based on ciprofloxacine, a quinolone antimicrobial agent. Already on the
market in Spain, Oseum 200(TM) calcitonin nasal spray for the treatment of
osteoporosis was introduced in Mexico.
<PAGE> 10
WESTERN EUROPE
Western European third quarter sales were a third-quarter record of $49
million, up 5 percent compared to $47 million in 1999. In Euros and other
local currencies, Western European sales increased 17 percent. Operating
income was $7 million, the same as last year.
Western European results benefited from a strong performance from the
company's subsidiary in Spain through increased sales of the anti-ulcerant
Nuclosina(R) (omeprazole). The region began integrating the previously
announced acquisition of Swiss-based Solco in the quarter. The UK also
delivered improved results on strong sales of Mestinon(R), the myasthenia
gravis drug, and Efudix(R), a treatment for precancerous skin conditions.
EASTERN EUROPE
Eastern European third quarter sales increased to $25 million, up 32
percent compared to $19 million in 1999. The region reported an operating
loss of less than $1 million compared to operating income of $3 million
last year. The third quarter 2000 operating results reflect increased
investments in marketing and advertising to build brand recognition in
both the wholesale and retail businesses.
Sales in Russia benefited from an increase of the sales force by 150 to
400, which ICN believes is the largest pharmaceutical sales force in
Russia, and the company's retail pharmacy chain, which operated profitably
in the quarter. Same store sales in Moscow increased over the same period
last year. In addition, sales benefited from the initiation of a bus and
billboard campaign.
ASIA, AFRICA AND AUSTRALIA
Revenues in the AAA region were a record high at $16 million, a 49 percent
increase from last year's $11 million. The region benefited from increased
sales of Ancobon(R), an antifungal, and Dalmane(R), a sedative, and the
acquisition of Solco in Basel, Switzerland.
Operating income was $1 million compared to $3 million last year. The
operating results were affected by the ongoing effort to build up ICN's own
marketing, sales and distribution infrastructure in the region. As part of
this build-up, the company established new pharmaceutical subsidiaries in
Australia and the Philippines, and reached an agreement in principle to
establish a joint venture with Glenmark Pharmaceuticals of India, a
dermatological company in Bombay.
RESEARCH & DEVELOPMENT
The company continued to accelerate its corporate research and development
efforts in the quarter to strengthen ICN's presence in the competitive
biotechnology industry.
At the Costa Mesa facility, Phase I research facilities, including
Biology, Pharmacology, and Biosafety Level II laboratories, were completed
in September. More than $4 million of new equipment was installed. ICN's
drug discovery effort on novel antiviral and anticancer compounds was
enhanced.
Our pipeline drugs are also making headway. A Phase III study for
Tiazole(TM) in the treatment of CML blast crisis (chronic myelogenous
leukemia) was initiated in September. Also in September, a Phase IB for
Adenazole(TM) in the treatment of colon cancer was initiated. ICN plans to
file an Investigational New Drug application with the U.S. Food and Drug
Administration this year or early next year for Levovirin(TM), an
immunomodulatory nucleoside analogue.
<PAGE> 11
On October 31, 2000, Schering-Plough Corporation reported Phase III data of
PEG-INTRON plus Rebetol(R) results at the American Association for the Study of
Liver Diseases meeting. ICN also presented pre-clinical data on Levovirin(TM),
an ICN-developed potential successor to ribavirin.
RESTRUCTURING
With these positive operational results in the third quarter and nine-month
period as a supportive backdrop, ICN's focus is on the implementation of the
restructuring plan.
The restructuring plan, initiated by ICN management and developed in
consultation with investment banker, UBS Warburg, is intended to maximize
shareholder value. On October 17, 2000, ICN announced a restructuring plan to
divide ICN into three separate publicly traded companies: Ribapharm, ICN
International and ICN Americas. Each company will be distinct from the other and
will have separate management teams and Boards of Directors. Initially, ICN will
sell approximately 20 percent of Ribapharm and subsequently distribute the
remaining 80 percent to its shareholders, pending tax, regulatory and other
considerations. Similarly, ICN International's initial public offering will
total approximately 20 percent with the remaining 80 percent distributed to the
shareholders. The company's public senior debt will be repaid or refinanced.
OTHER HIGHLIGHTS
In November, The Right Honorable Kim Campbell, former Prime Minister of
Canada, was elected to the Board. With the death of Nobel laureate, Dr. Michael
Smith, ICN's Board of Directors is currently comprised of 13 members.
With the fall of Milosevic in Yugoslavia and current negotiations with the
Kostunica government, ICN expects to regain ownership of the Yugoslavian
facility. The plant, which was illegally seized by the Milosevic regime in
February of 1999, was placed under the control of a committee which includes ICN
management, following Milosevic's ouster late in October. The company is
awaiting an official court order for the official transfer of ownership back to
ICN.
ICN's performance in the third quarter demonstrates the company's strong
management and operational strategies. As we continue to add quality products
to our worldwide portfolio, focus on increased sales of existing products
continues. We continue to strengthen our worldwide pharmaceutical sales and
marketing and distribution network for long-term growth and profitability.
Through the upcoming transition, ICN will remain focused on profitability with
sights set on the ultimate goal of maximizing shareholder value in the
marketplace.
Sincerely,
/s/ MILAN PANIC
Milan Panic
Chairman and Chief Executive Officer
<PAGE> 12
ICN PHARMACEUTICALS, INC.
Consolidated Condensed Statements of Income
for the Third Quarter and Nine Months Ended
September 30, 2000 and 1999 (unaudited)
<TABLE>
<CAPTION>
QUARTER ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
IN THOUSANDS, EXCEPT PER SHARE DATA 2000 1999 2000 1999
-------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Revenues $207,342 $181,652 $591,115 $534,887
Cost of product sales 64,230 54,133 185,931 186,178
Selling, general and administrative expenses 66,164 60,855 205,029 178,479
Research and development costs 5,711 2,613 12,564 7,875
Amortization of goodwill and intangibles 7,453 7,390 22,863 21,910
-------- -------- -------- --------
Income from operations 63,784 56,661 164,728 140,445
Translation and exchange losses, net 491 54 4,547 8,114
Interest, net 12,098 12,754 36,921 34,734
-------- -------- -------- --------
Income before provision for income taxes
and minority interest 51,195 43,853 123,260 97,597
Provision for income taxes 15,045 12,469 29,587 24,369
Minority interest (459) (426) (1,428) (7,046)
-------- -------- -------- --------
Net income $ 36,609 $ 31,810 $ 95,101 $ 80,274
======== ======== ======== ========
Diluted earnings per common share $ 0.45 $ 0.39 $ 1.16 $ 0.98
Shares used in per share computation 82,099 82,288 81,883 82,055
</TABLE>
Consolidated Condensed Balance Sheets (unaudited)
<TABLE>
<CAPTION>
IN THOUSANDS SEPTEMBER 30, 2000 DECEMBER 31, 1999
--------------------------------------------------------------------------------------------
<S> <C> <C>
Assets
Cash $ 227,958 $ 177,577
Other current assets 423,053 387,153
---------- ----------
Total current assets 651,011 564,730
Fixed assets, intangibles and other, net 906,447 907,531
---------- ----------
$1,557,458 $1,472,261
========== ==========
Liabilities and Stockholders' Equity
Current liabilities $ 157,659 $ 140,622
Long-term debt, less current portion 593,600 596,961
Deferred income and other liabilities 38,244 28,628
Minority interest 19,024 22,478
Stockholders' equity 748,931 683,572
---------- ----------
$1,557,458 $1,472,261
========== ==========
</TABLE>
THE 'SAFE HARBOR' STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT
OF 1995. This document contain forward-looking statements that involve risks
and uncertainties, including but not limited to, projections of future sales,
operating income, return on invested assets, regulatory approval processes and
other risks detailed from time to time in the Company's Securities and Exchange
Commission filings.
