Lundbeck to acquire US-based Ovation Pharmaceuticals, Inc. - a specialty pharmaceutical company focusing on central nervous system disorders (CNS)



-         The acquisition of Ovation realises Lundbeck's strategic
goal of building a US commercial platform and will contribute to
Lundbeck's mid and long-term growth prospects
-         Ovation has an attractive portfolio of marketed products
and a promising late stage pipeline within CNS disorders addressing
significant unmet medical needs
-         Sabril® is in the final stage of FDA review and has been
recommended for approval by an FDA Advisory Committee
-         Significant EBIT contribution expected in the period
2012-15 from Ovation
-         Transaction accretive to net profits already in 2010

H. Lundbeck A/S (Lundbeck) and Ovation Pharmaceuticals, Inc.
(Ovation) today announced that they have entered into a definitive
transaction agreement under which Lundbeck, through the wholly owned
subsidiary Lundbeck, Inc., will acquire Ovation in an all cash
transaction valuing Ovation at up to USD 900 million or approximately
DKK 5.2 billion. The Supervisory Board at Lundbeck and the Board of
Directors of Ovation have unanimously approved the transaction."This transaction marks a very important milestone for Lundbeck.
Ovation is an excellent match for Lundbeck and will help us realise
our strategic goals. Ovation will provide a commercial platform in
the US with a highly experienced management team and specialty sales
force, a late-stage development pipeline and a proven scientific and
regulatory expertise in areas of high unmet medical needs", says Ulf
Wiinberg, President & Chief Executive Officer at Lundbeck. "We are
very encouraged by what Ovation has achieved in the short time since
the company was founded and we look forward to working together in
the common interest of both companies."

Strategic rationale
The acquisition of Ovation delivers on Lundbeck's strategic goal to
build a commercial infrastructure in the US. Ovation is a private,
US-based, profitable and fast growing company, with a broad portfolio
of marketed products and an attractive pipeline of new, innovative
products primarily focused on CNS. The pipeline is expected to
significantly drive growth in the coming years through multiple new
product launches.

Following the transaction Lundbeck will have a diverse portfolio of
marketed products and a broader pipeline primarily focused on CNS."This is an exciting milestone for our employees and our company,"
says Jeffrey S. Aronin, Ovation President and Chief Executive
Officer. "We've succeeded in achieving our mission of building a
strong, fast growing business by developing important medications for
unmet medical needs of severely ill patients - and Lundbeck shares
that commitment. We are very impressed with the Lundbeck management
team and joining forces with them will allow us to accelerate our
efforts to address complex CNS disorders and expand the range of
therapies we can bring to patients in need."

Transaction timing
Pending final approvals and antitrust clearances, closing is expected
to take place in March 2009, after which Ovation will become a
fully-integrated subsidiary of Lundbeck.

For patients, relatives and caregivers
Today's announcement will not affect or interfere with any product
availability or support for any of the products that Ovation
currently has on the market. Likewise, there will be no changes to
the availability or support provided for Lundbeck's currently
marketed products.

Financial highlights
Under the terms of the transaction, Lundbeck will make an upfront
payment of USD 600 million (or approximately DKK 3.5 billion)
immediately upon closing of the transaction. Additional payments of
up to USD 300 million (or approximately DKK 1.7 billion) within one
year of closing are contingent upon the achievement of certain
product regulatory milestones relating to the approvals of Sabril® by
the FDA.

The transaction will be financed through a combination of existing
cash resources and new DKK 2.5 billion acquisition debt underwritten
by Nordea and Danske Bank. Lundbeck estimates that the new debt will
be fully repaid in little more than one year of closing of the
transaction through the expected operating cash flows.

The transaction is expected to be accretive to Lundbeck's net profit
post transaction costs and amortisation related to the acquisition in
2010.

Conditions
The proposed transaction is only subject to notification and
clearance under certain antitrust statutes.

Advisors
Lundbeck has retained Deutsche Bank as its financial advisor and
Morgan Lewis as its lead legal advisor in this transaction. Goldman
Sachs is acting as financial advisor to Ovation, who retained
Kirkland and Ellis LLP and Katten Muchin Rosenman LLP as its legal
advisors.

Ovation background
Based in Deerfield, IL, Ovation was founded in 2000 with a focused
strategy to acquire and develop specialty compounds for the US market
and for niche indications with high unmet medical needs.

Today, the company has a broad portfolio of medicines - both approved
and in development. Fueled by a promising CNS specialty pipeline,
further product launches are expected in the future and these new
medicines will treat a variety of serious neurological conditions.

Products on the market to address CNS disorders include Xenazine® for
chorea associated with Huntington's disease, Tranxene® for anxiety
disorders, Nembutal® for acute convulsive disorders, Cogentin® for
Parkinson's disease and Desoxyn® for ADHD. Outside CNS disorders the
products Ovation markets include ATryn®, just approved by the U.S.
Food and Drug Administration for the prevention of thromboembolic
events in hereditary antithrombin deficient (HAD) patients in
high-risk situations such as surgery or childbirth procedures, a
portfolio of hospital-based products, and haematology/oncology
therapies, including Panthematin® for recurrent attacks of acute
intermittent porphyria temporally related to the menstrual cycle in
susceptible women.

The product pipeline at Ovation is predominantly focused on CNS
disorders and includes Sabril® for adults with refractory complex
partial seizures and children with infantile spasms, two indications
that have recently been unanimously recommended for approval by the
Peripheral and Central Nervous System Drugs Advisory Committee
appointed by the US FDA, clobazam in clinical phase III for
Lennox-Gastaut Syndrome and an IV formulation of carbamazepine in
clinical phase III for epilepsy.

Full prescribing information, including adverse events on all
approved products, can be found at www.ovationpharma.com.

The company employs 283 employees, which includes a specialised and
experienced sales force of 68 employees and a highly experienced and
dedicated management team that will stay with the company following
the transaction.

Financial expectations for 2008
Lundbeck is retaining its financial guidance for 2008, which is
revenue to be between DKK 11-11.5 billion and EBIT to be between DKK
2.8-2.9 billion excluding one-off items.

Lundbeck will report full-year 2008 financial results 4 March 2009.

For 2008 Ovation estimates net revenues of approximately USD 204
million, an EBITDA of approximately USD 43 million and an EBIT of
approximately USD 32 million.

Teleconference
Lundbeck will host a conference call today at 2:00 PM (CET,
Copenhagen time). To participate in the conference call, please call
one of the following call-in numbers:

UK:       +44 (0) 20 7162 0025
US:       +1 334 323 6201
Password: Lundbeck

A replay will be available one hour after the teleconference and will
be accessible for seven days. Please call one of the following
call-in numbers and quote the access code:


UK:          +44 (0) 20 7031 4064
US:          +1 954 334 0342
Access code: 815336

The live call and replay will also be available at:
http://www.lundbeck.com/investor/presentations/teleconference/default.asp


Ovation contacts

Media:
Sally Benjamin Young
+1 847 282 5770


Lundbeck contacts

Investors:                   Media:
Jacob Tolstrup               Mads Kronborg
Director, IR & Communication External media
+45 36 43 30 79              +45 36 43 28 51

Palle Holm Olesen
Head of Investor Relations
+45 36 43 24 26




About Lundbeck
H. Lundbeck A/S is an international pharmaceutical company engaged in
the research and development, production, marketing and sale of
pharmaceuticals for the treatment of psychiatric and neurological
disorders. In 2007, the company's revenue was DKK 11 billion
(approximately EUR 1.5 billion or USD 2.0 billion). The number of
employees is approx. 5,300 globally. For more information, please
visit www.lundbeck.com.

Attachments

Release no 365.pdf