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Merck Resolves Securities Class-Action Lawsuits Related to the ENHANCE Trial



  Merck Resolves Securities Class-Action Lawsuits Related to the ENHANCE Trial

      The Company Records $493 Million Charge Reducing 2012 GAAP Results

Business Wire

WHITEHOUSE STATION, N.J. -- February 14, 2013

Merck, known as MSD outside the United States and Canada, announced today that
it has reached an agreement in principle with plaintiffs to resolve two
federal securities class-action lawsuits. The suits are pending in the U.S.
District Court for the District of New Jersey against Merck, Schering-Plough
Corporation and certain of their current and former officers and directors.

Under the proposed agreement, which will have no impact on Merck’s 2013
results of operations, the company will pay $215 million to resolve the
securities class action against all of the Merck defendants and $473 million
to resolve the securities class action against all of the Schering-Plough
defendants. In connection with the settlement, Merck recorded a pre-tax and
after-tax charge of $493 million, which reflects anticipated insurance
recoveries. This charge reduced the company's previously reported
fourth-quarter 2012 GAAP (generally accepted accounting principles) EPS
(earnings per share) results from $0.46 to $0.30 per share and full-year 2012
GAAP results from $2.16 to $2.00 per share, but did not change its previously
reported non-GAAP results.

The plaintiffs are investors who purchased certain securities issued by Merck
and Schering-Plough between December 2006 and March 2008 and claim that they
lost money when the results of the ENHANCE trial were published in early 2008.
Merck continues to believe that both companies acted responsibly in connection
with the ENHANCE study, and this agreement contains no admission of liability
or wrongdoing. The agreement is subject to court approval.

“This agreement avoids the uncertainties of a jury trial and will resolve all
of the remaining litigation in connection with the ENHANCE study,” said Bruce
N. Kuhlik, executive vice president and general counsel of Merck. “We believe
it is in the best interests of the company and its shareholders to put this
matter behind us, and to continue our focus on scientific innovations that
improve health worldwide.”

Judge Dennis M. Cavanaugh is presiding over the cases. Merck is represented by
Theodore V. Wells, Jr. and Daniel J. Kramer of Paul, Weiss, Rifkind, Wharton &
Garrison LLP.

About Merck

Today's Merck is a global healthcare leader working to help the world be well.
Merck is known as MSD outside the United States and Canada. Through our
prescription medicines, vaccines, biologic therapies, and consumer care and
animal health products, we work with customers and operate in more than 140
countries to deliver innovative health solutions. We also demonstrate our
commitment to increasing access to healthcare through far-reaching policies,
programs and partnerships. For more information, visit www.merck.com and
connect with us on Twitter, Facebook and YouTube.

Forward-Looking Statement

This news release includes “forward-looking statements” within the meaning of
the safe harbor provisions of the United States Private Securities Litigation
Reform Act of 1995. These statements are based upon the current beliefs and
expectations of Merck’s management and are subject to significant risks and
uncertainties. If underlying assumptions prove inaccurate or risks or
uncertainties materialize, actual results may differ materially from those set
forth in the forward-looking statements.

Risks and uncertainties include but are not limited to, general industry
conditions and competition; general economic factors, including interest rate
and currency exchange rate fluctuations; the impact of pharmaceutical industry
regulation and health care legislation in the United States and
internationally; global trends toward health care cost containment;
technological advances, new products and patents attained by competitors;
challenges inherent in new product development, including obtaining regulatory
approval; Merck’s ability to accurately predict future market conditions;
manufacturing difficulties or delays; financial instability of international
economies and sovereign risk; dependence on the effectiveness of Merck’s
patents and other protections for innovative products; and the exposure to
litigation, including patent litigation, and/or regulatory actions.

Merck undertakes no obligation to publicly update any forward-looking
statement, whether as a result of new information, future events or otherwise.
Additional factors that could cause results to differ materially from those
described in the forward-looking statements can be found in Merck’s 2011
Annual Report on Form 10-K and the company’s other filings with the Securities
and Exchange Commission (SEC) available at the SEC’s Internet site
(www.sec.gov).

Contact:

Merck
Media Contacts:
Ron Rogers, 908-423-6449
Steve Cragle, 908-423-3461
OR
Investor Contacts:
Carol Ferguson, 908-423-4465
Justin Holko, 908-423-5088
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