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Royalty Pharma Statement Regarding Elan Proposal
Date:3/6/2013
ue by therapeutic areaTherapeutic AreaPercentRheumatology
31 percentHIV
18 percentOncology
13 percentDiabetes
11 percentNeurology
10 percentCardiology
8 percentAntibiotics
7 percentOther
2 percentAPPENDIX VI: Calculation of Current Enterprise Value and Proposal Enterprise ValueTable 3 - Enterprise Value (US$m unless stated)Current Enterprise
ValueProposal Enterprise
ValuePrice of Elan Stock
US$10.35[22]US$11.00Fully diluted number of Elan Stock outstanding (m) – Table 4
601.6
602.0Market capitalization
6,226.9
6,622.4Elan net cash – Table 5
3,061.5
3,061.5Enterprise value3,165.43,560.9% premium to Current Enterprise Value12.5% Table 4 – Fully diluted shares (m unless stated)Current Enterprise
ValueProposal Enterprise ValuePrice of Elan Stock
US$10.35
US$11.00Total voting rights[23]
595.3
595.3Dilution from options and restricted stock units[24]
6.3
6.7Fully diluted shares outstanding601.6602.0 Table 5 - Elan net cash position (US$m unless stated)Net cashCash and cash equivalents
431.3Proceeds from sale of Alkermes Shares[25]
169.7Restricted cash and cash equivalents —current
2.6Long-term debt
(600.0)Janssen AI funding commitment[26]
(123.1)Restructuring accruals
(27.6)Accrued transaction costs
(12.5)Cambridge Collaboration termination[27]
(8.0)Unfunded pension liability[28]
(39.1)Value of Prothena stake[29]
19.1Proceeds to come from Tysabri Transaction[30]
3,249.0Net cash pro forma for Tysabri Transaction3,061.5Note: Where not otherwise cited, figures are extracted from Elan's balance sh
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