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Cephalon Files Definitive Consent Revocation Statement, Commences Mailing to Shareholders
Date:4/21/2011

ll Lynch are acting as financial advisors and Skadden, Arps, Slate, Meagher & Flom LLP is acting as Cephalon's legal counsel.

Additional information for Cephalon shareholders is available at http://www.cephaloninvestors.com/.

April 20, 2011

Dear Cephalon Shareholder:

MAXIMIZE THE VALUE OF YOUR SHARES BY SUPPORTING YOUR BOARD OF DIRECTORS On April 5, 2011, Cephalon, Inc.'s Board of Directors rejected Valeant Pharmaceuticals International, Inc.'s unsolicited non-binding proposal to purchase Cephalon for $73 per share, concluding that the non-binding proposal is inadequate and not in the best interests of Cephalon shareholders.  Valeant is now attempting to replace all of your current Board with a slate of Valeant's hand-picked nominees, three of whom are recent Valeant directors.  Not surprisingly, Valeant has stated that its nominees will facilitate its proposal – the same non-binding proposal that your Board determined is inadequate.

Your Board believes that the purpose of Valeant's consent solicitation and its May 12, 2011 consent deadline is to pressure your Board and Cephalon shareholders into quickly accepting Valeant's proposal without affording your Board any reasonable opportunity to develop and evaluate options and alternatives for maximizing the value of your shares.  The story here is simple:

  • Valeant's $73 per share non-binding proposal is inadequate and not in your best interests
  • Valeant has said that the indicative price of its non-binding proposal might be raised by some "modest" amount or perhaps lowered based on a due diligence review
  • Valeant has no duty to act in your best interests – it has carefully hand-picked nominees who are expected to sell Cephalon to Valeant at a low price of $73 per share
  • Valeant's hand-picked nominees appear to have serious conflicts of interest
  • Valeant's imposit
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  • SOURCE Cephalon, Inc.
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