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Valeant Pharmaceuticals Proposes to Acquire Cephalon, Inc. for $73 Per Share in Cash
Date:3/29/2011

be deemed to be the beneficial owner of 203 unexpired option contracts each representing 100 shares of Common Stock.

As of the date hereof, Mr. Pearson and Ms. Little do not beneficially own or own of record any interest in the securities of Cephalon.

Investors and security holders may obtain further information regarding Valeant and the names, affiliations and interests of Valeant's directors and executive officers in Valeant's Annual Report on Form 10-K for the year ended December 31, 2010, which was filed with the SEC on February 28, 2011.  These documents can be obtained free of charge from the sources indicated above.  Additional information regarding the interests of the participants in any consent solicitation commenced by Valeant and a description of their direct and indirect interests, by security holdings or otherwise, will also be included in the consent solicitation statement and other relevant materials that will be filed with the SEC by Valeant if such a solicitation is commenced (when they become available).

PRIVATE AND CONFIDENTIAL

March 18, 2011

To: The Cephalon, Inc. Board of Directors
Attention: Mr. Kevin Buchi, Chief Executive Officer and Director
41 Moores Road
Frazer, PA 19355

Dear Kevin:

Thank you for making the time on March 3rd to discuss with me ways in which Cephalon and Valeant might work together to create value for both our shareholders.  Since that time, we have continued to review Cephalon in greater detail with our Board of Directors.  We are very enthusiastic about the potential for a combination between our companies and are pleased to submit this non-binding proposal to acquire 100% of the outstanding common shares of Cephalon, Inc. ("Cephalon" or the "Company").  

Our management team has developed a track record over the last three years of successfully acquiring and consolidating
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SOURCE Valeant Pharmaceuticals International, Inc.
Copyright©2010 PR Newswire.
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