Valeant Pharmaceuticals

Valeant Pharmaceuticals International, Inc.
Public company
Traded as
Industry Pharmaceutical industry
Founded 1960 (1960)
Headquarters Laval, Quebec, Canada
Key people
 Joseph C. Papa (Chairman and CEO), Paul Herendeen (CFO), Milan Panić (Founder)
Revenue Decrease US$9.674 billion (2016)[1]
Decrease -US$0.566 billion (2016)[1]
Decrease -US$2.409 billion (2016)[1]
Total assets Decrease US$43.529 billion (2016)[1]
Total equity Decrease US$3.152 billion (2016)[1]
Number of employees
 21,500 (2016)[1]
Subsidiaries
Website valeant.com

Valeant Pharmaceuticals International, Inc. is a multinational specialty pharmaceutical company based in Laval, Quebec, Canada. Valeant develops, manufactures and markets a broad range of pharmaceutical products primarily in the areas of dermatology, gastrointestinal disorders, eye health, neurology and branded generics. Valeant owns Bausch & Lomb, one of the largest manufacturers of contact lenses.

Valeant grew quickly with a series of mergers and acquisitions under the leadership of J. Michael Pearson and for a short period of time in 2015 was the most valuable company in Canada. Valeant was described as a platform company that grows by systematically acquiring other companies. Valeant acquired Salix Pharmaceuticals for $14.5 billion in 2015. Valeant tried to acquire Actavis and Cephalon and merge with Allergan, but failed.

In 2015–2016 the company was involved in a controversy about drug price hikes and the use of a specialty pharmacy for the distribution of its specialty drugs. The company's stock price plummeted nearly 90 percent since the peak. Valeant reversed the price hikes and ended cooperation with specialty pharmacy Philidor Rx Services and Walgreens took over distribution.

Valeant is under investigation by the U.S. Securities and Exchange Commission. Joseph C. Papa became CEO of the company in May 2016. Bill Ackman's Pershing Square fund held a major stake in the company before selling out in March 2017 for a reported loss of $2.8 bn.[2]

Current operations

Valeant's main products include drugs in the fields of dermatology, neurology, and infectious disease.

Prescription drugs

The company's major prescription drugs are as follows:

Over the counter drugs

The company's major over the counter drugs are as follows:

History

In 1994, ICN Pharmaceuticals Inc. merged with SPI Pharmaceuticals Inc., Viratek Inc. and ICN Biomedicals Inc.[3] In 2003, ICN Pharmaceuticals Inc. changed its name to Valeant.[4]

2006-2007

In 2006, Valeant received approval in the U.S. to market Cesamet (nabilone), a synthetic cannabinoid.[5] The company also acquired the European rights to the drug for $14 million.[6]

2008

In 2008, the Swedish pharmaceutical company Meda AB bought Western and Eastern Europe branches from Valeant for $392 million.[7] In September 2008, Valeant acquired Coria Laboratories for $95 million.[8] In November 2008, Valeant acquired DermaTech for $12.6 million.[9]

2009

In January 2009, Valeant acquired Dow Pharmaceutical Sciences for $285 million.[10] In July 2009, Valeant announced its acquisition of Tecnofarma, a Mexican generic drug company.[11] In December 2009, Valeant announced its Canadian subsidiary would acquire Laboratoire Dr. Renaud, for C$23 million.[12]

2010

In March 2010, Valeant announced its acquisition of a Brazilian generics and over the counter company for $28 million and manufacturing plant for a further $28 million.[13] In April 2010, Valeant announced that its Canadian subsidiary would acquire Vital Science Corp. for C$10.5 million.[14] In May 2010, Valeant acquired Aton Pharmaceuticals for $318 million.[15][16] On September 28, 2010, Valeant was purchased by Biovail. The company retained the Valeant name and retained J. Michael Pearson as CEO, but was incorporated in Canada and temporarily kept Biovail's headquarters.[17][18]

2011

In February 2011, Valeant acquired PharmaSwiss S.A. for €350 million.[19] In March 2011, an attempt to buy drugmaker Cephalon Inc. for $5.7 billion was unsuccessful.[20] In May 2011, former Biovail Corporation Chairman and CEO Eugene Melnyk was banned from senior roles at public companies in Canada for five years and penalized to pay $565,000 by the Ontario Securities Commission. In the year before the merger with Valeant, Melnyk had settled with the United States Securities and Exchange Commission (SEC), and agreed to pay a civil penalty of $150,000 after having previously paid $1 million to settle other claims with the SEC.[21] In July 2011, Valeant acquired Ortho Dermatologics from Janssen Pharmaceuticals for $345 million. The acquisition included the products Retin-A Micro, Ertaczo, and Renova, also known as tretinoin.[22] In August 2011, Valeant acquired 87.2% of the outstanding shares of Sanitas Group for €314 million.[23] In December 2011, Valeant acquired iNova for A$625 million with additional milestone payments of up to A$75 million.[24] In December 2011, Valeant acquired Dermik, a dermatology unit of Sanofi.[25]

2012

In January 2012, Valeant acquired Brazilian sports nutrition company Probiotica for R$150 million.[26] In February 2012, Valeant acquired ophthalmic biotechnology company, Eyetech Inc.[27] In April 2012, Valeant acquired Pedinol.[28] In April 2012, Valeant acquired assets from Atlantis Pharma in Mexico for $71 million.[29] In May 2012, Valeant acquired AcneFree for $64 million plus milestone payments.[30] In June 2012, Valeant acquired OraPharma for approximately $312 million with up to $144 million being paid in milestone payments.[31] In August 2012, Valeant agreed to buy skin-care company Medicis Pharmaceutical for $2.6 billion.[32][33]

2013

In January 2013, Valeant acquired the Russian company Natur Produkt for $163 million.[34] In March 2013, Valeant acquired Obagi Medical Products, Inc.[35] In May 2013, the company acquired Bausch & Lomb from Warburg Pincus for $8.7 billion in a move to dominate the market for specialty contact lenses and related products.[36][37]

2014

In January 2014, Valeant acquired Solta Medical for approximately $250 million.[38] In May 2014, Nestle acquired the commercial rights to sell Valeant's filler and toxin products for $1.4 billion.[39] In July 2014, Valeant acquired PreCision Dermatology Inc for $475 million, a deal aimed at strengthening the firm’s skin products business.[40][41] Along with hedge fund manager Bill Ackman, Valeant made a bid to acquire Allergan; however, in November 2014, Allergan announced that it would be acquired by Actavis in a $66 billion transaction.[42][43]

2015

On April 1, 2015, Valeant completed the purchase of gastrointestinal treatment drug developer Salix Pharmaceuticals for $14.5 billion after outbidding Endo Pharmaceuticals.[44][45] On the final day of trading, Salix shares traded for $172.81, giving a market capitalisation of $10.9 billion. In July 2015, the company announced it would acquire Mercury (Cayman) Holdings, the holding company of Amoun Pharmaceutical, one of Egypts largest drugmakers, for $800 million.[46][47] In August 2015, Valeant said it would purchase Sprout Pharmaceuticals Inc for $1 billion, a day after Sprout received approval to market the women's libido drug Addyi.[48][49][50] In September 2015, Valeant licensed psoriasis drug Brodalumab from AstraZeneca for up to $445 million.[51][52] In September 2015, the company announced its intention to acquire eye surgery product manufacturer, Synergetics USA, for $192 million in order to strengthen the company's Bausch & Lomb division.[53][54] In October 2015, the company's Bausch & Lomb division acquired Doctor's Allergy Formula for an undisclosed sum.[55]

In 2015, Glass Lewis, a proxy advisory firm, called the $3 billion in compensation received by J. Michael Pearson "excessive". [56]

2016

In February 2016, Valeant disclosed that it was under investigation by the U.S. Securities and Exchange Commission, and by the U.S. Attorney's Offices for the Southern District of New York.[57]

The company has been criticized for pioneering the highly lucrative business model of acquiring pharmaceutical companies or their drugs, incorporating these drugs into Valeant's sales and supply chain and then raising the prices of these medications to levels contemporaneous with similar pharmaceutical products.[58] From 2015 to 2016 Valeant shares plummeted 85 percent with stocks that were over $200 in 2015, now worth c. $36.[59][60] Large hedge funds such as Bill Ackman's Pershing Square Capital Management, Paulson & Company, Viking Global Investors and Brahman Capital lost billions in what has been described as hedge fund herding by Cornell University professor Andrew Karolyi.[60] In early 2015, hedge funds owned about 23 percent of Valeant shares. By April 2016, the market value of hedge fund holdings in Valeant had fallen by $7.3 billion.[60] However, hedge fund herding[61] continues to incite hedge fund portfolio manager's to continue to buy Valeant shares.[60] Between August 2015 and April 2016 Valeant's shares fell 80 per cent.[62] In their 2015 annual report filed on April 29, 2016 Valeant "Valeant said that it is the "subject of investigations" by the Securities and Exchange Commission, the U.S. Attorney’s Offices in Massachusetts and New York, the state of Texas, the North Carolina Department of Justice, the Senate’s Special Committee on Aging and the House’s Committee on Oversight and Reform, and has received document requests from the Autorite de Marches Financiers in Canada and the New Jersey State Bureau of Securities."[62] On April 27, 2016 Bill Ackman, J. Michael Pearson and Howard Schiller appeared before the United States Senate Special Committee on Ageing to answer to concerns about the repercussions for patients and the health care system faced with Valeant's business model.[63]

In March 2016, the Board of Directors said that CEO J. Michael Pearson would be leaving the company as soon as a replacement CEO is found and that investor Bill Ackman would be added as a director.[64][65]

Although a deal was not reached, Valeant discussed selling Salix to Takeda for $10 billion in November 2016.[66] Valeant was also reportedly seeking to sell its eye surgery business for $2.5 billion.[67]

2017

In January 2017, the company announced the sale of skincare brands CeraVe, AcneFree and AMBI to L'Oréal for $1.3 billion.[68] Valeant also announced the sale of Dendreon to Sanpower for $819.9 million.[69] In early June, the company sold iNova Pharmaceuticals for $910 million, with Bausch & Lomb's eye surgery business also being potentially put up for sale for $2 billion.[70] In July, the company sold Obagi Medical Products for $190 million.[71]

Acquisition history

Controversies

Ribavirin recall

On December 31, 2014 Valeant enacted a voluntary nationwide recall of Ribavirin after one lot of the drug was affected by microbial contamination.[72]

Business model of acquisitions and subsequent price increases

An important part of the growth strategy for Valeant has been acquisitions of medical and pharmaceutical companies and subsequent price increases for their products.[73] As a result of this strategy, smaller pharmaceutical companies refocused away from research and development towards serial acquisitions of existing technologies, more aggressive marketing and rapid price increases to enhance growth.[74] Valeant's strategy of exponential price increases on life-saving medicines has been described by Berkshire Hathaway vice chairman Charlie Munger as "deeply immoral" and "similar to the worst abuses in for-profit education."[75] This strategy has also attracted negative attention of regulators in the United States[74] particularly after the publication in the New York Times of an article by Andrew Pollack on price gouging of specialty drugs.[76][77][78][79][80][81]

2015 drug price inflation controversy

In September 2015, an influential group of politicians criticized Valeant on its pricing strategies.[79] The company raised prices on all its brand name drugs 66% in 2015, five times more than its closest industry peer. The cost of Valeant flucytosine is 10,000% higher in the United States than in Europe.[80][82] In late September 2015 members of the United States House Committee on Oversight and Government Reform urged the Committee to subpoena Valeant for their documents regarding the sharp increases in the price of "two heart medications it had just bought the rights to sell: Nitropress and Isuprel. Valeant raised the price of Nitropress 212% and Isuprel 525%".[78] Much of the criticism relates to price increases Valeant has made to drugs it acquired the rights to through mergers and acquisitions.[83] New York Times columnist Joe Nocera claimed that Valeant CEO J. Michael Pearson's "plan was to acquire pharmaceutical companies, fire most of their scientists and jack up the price of their drugs".[84]

After Valeant acquired Salix Pharmaceuticals in 2015, it raised the price of the diabetes pill Glumetza about 800%.[81][83]

Valeant’s heart drugs Nitropress and Isuprel increased in price by over 210% and 520% each the day that Valeant acquired the rights to sell them.[85]

A New York Times article on October 4, 2015[83] stated that:

"Valeant is known for buying companies and laying off their employees to achieve savings, while accumulating a debt of about $30 billion. It spends an amount equivalent to only 3% of its sales on research and development, which it views as risky and inefficient compared with buying existing drugs. Traditional big drug companies spend 15 to 20% of sales on research and development. Valeant also pays extremely low taxes because it is officially based in Canada, although Mr. Pearson operates from New Jersey."
— New York Times October 4, 2015

Although it did not specifically mention Valeant, an October 2015 Twitter post by presidential candidate Hillary Clinton stated: "Price gouging like this in the specialty drug market is outrageous. Tomorrow I’ll lay out a plan to take it on."[86] In January 2016, she said she would be "going after" Valeant for its price hikes, causing its stock price to fall 9 percent on the New York Stock Exchange.[87]

By October 2015 Valeant had received subpoenas from the U.S. Attorney's Office for the District of Massachusetts and the United States Attorney for the Southern District of New York in regards to an investigation on Valeant's "drug pricing, distribution and patient assistance program."[88]

The House oversight committee requested documents from Valeant amid public concern around drug prices.[89][90]

Philidor

On October 21, 2015, Citron Research, controlled by Andrew Left, a short seller of Valeant shares, claimed that Valeant recorded false sales of products to specialty pharmacy Philidor Rx Services and its affiliates. These specialty pharma companies were controlled by Valeant and allegedly resulted in the improper booking of revenue.[91]

In addition, by controlling the pharmacy services offered by Philidor, Valeant allegedly steered Philidor's customers to expensive drugs sold by Valeant. One alleged practice entailed Valeant employees directly managing Philidor's business operations while posing as Philidor employees and with all written communication under fictitious names.[92]

Valeant responded that the allegations by Citron Research were "erroneous."[93]

On October 30, 2015, Valeant said that it would cut ties with Philidor in response to allegations of aggressive billing practices.[94]

Walgreens Boots Alliance Inc, owner of Walgreens, took over distribution for Valeant.[95]

Rigid contact-lens monopoly investigation

In October 2015, the Federal Trade Commission began an investigation into Valeant's increasing control of the production of rigid gas permeable contact lenses. Valeant's acquisition of Bausch & Lomb in 2013, and Paragon Vision Services in 2015, is alleged to have given the company control of over 80% of the production pipeline for hard contact lenses. A series of unilateral price increases beginning in Fall 2015 spurred the FTC's investigation.[96] On November 15, 2016, Valeant agreed to divest itself of Paragon Holdings and Pelican Products to settle charges that its May 2015 acquisition of Paragon reduced competition for the sale of FDA-approved button.[97]

References

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