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Sanofi-aventis to Acquire Chattem Inc., Creating a Strong U.S. Consumer Healthcare Platform
Date:12/21/2009

name with both physicians and consumers. Upon Allegra®'s conversion, Chattem will assume responsibility for the Allegra® brand as part of becoming the platform for sanofi-aventis' U.S. OTC and consumer healthcare business.

"The acquisition of Chattem will be a significant milestone in sanofi-aventis' transformation strategy and will provide us with the ideal platform in the U.S. consumer healthcare market, which represents 25 percent of the current worldwide opportunity," said Christopher A. Viehbacher, Chief Executive Officer of sanofi-aventis. "In addition, we believe our ability to convert prescription medicines to OTC products will be enhanced by Chattem's leading sales, marketing and distribution channels. We have great respect for Chattem's world-class management team, which has an excellent track record of sales and earnings growth based on building strong brands. With the potential access to switch products such as Allegra®, I believe this team will take Chattem to even higher levels."

"This transaction offers immediate and significant value for Chattem's shareholders and important benefits to our employees, customers and community," said Zan Guerry, Chairman and Chief Executive Officer of Chattem. "I am excited to work with the sanofi-aventis team to capture the significant growth opportunities this combination creates, as highlighted by the planned launch of Allegra®. Chattem will form the base of a new consumer healthcare business in the United States for sanofi-aventis, and the headquarters, manufacturing and leadership team will continue to be based in Chattanooga."

Under the terms of the agreement, sanofi-aventis will commence a tender offer for all outstanding shares of Chattem at $93.50 per share in cash. The offer price represents a 34 percent premium above the closing price of Chattem's shares on December 18, 2009 and a 44 percent premium a
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