Warner Chilcott Reports Operating Results for the Quarter Ended June 30, 2013

Warner Chilcott Reports Operating Results for the Quarter Ended June 30, 2013

Revenue Growth of DELZICOL and LO LOESTRIN FE Drive Strong Second Quarter 2013
Financial Results

DUBLIN, Ireland, July 24, 2013 (GLOBE NEWSWIRE) -- Warner Chilcott plc
(Nasdaq:WCRX) today announced its results for the quarter ended June 30, 2013.

Total revenue in the quarter ended June 30, 2013 was $613 million, a decrease
of $25 million, or 4%, compared to the quarter ended June 30, 2012. This
decrease was driven primarily by a decline in ACTONEL revenues of $54 million,
due in large part to overall declines in the U.S. oral bisphosphonate market
and continued declines in ACTONEL revenues in Western Europe and Canada
following the 2010 loss of exclusivity in both regions, offset, in part, by
combined net sales growth in our gastroenterology franchise. Within our
gastroenterology franchise, a decrease in ASACOL net sales of $47 million in
the quarter ended June 30, 2013 as compared to the prior year quarter, due
primarily to our transition from ASACOL 400 mg to DELZICOL, was more than
offset by DELZICOL net sales of $67 million in the quarter ended June 30,
2013. We also reported net sales growth in certain other promoted products,
primarily LO LOESTRIN FE, which saw an increase in net sales of $25 million,
or 74%, in the quarter ended June 30, 2013 as compared to the prior year
quarter.

We reported GAAP net income of $108 million, or $0.43 per diluted share, in
the quarter ended June30, 2013, compared to GAAP net income of $53 million,
or $0.21 per diluted share, in the quarter ended June30, 2012. Cash net
income (or CNI, as defined below) for the quarter ended June30, 2013 was $222
million, compared to $278 million in the prior year quarter. Adjusted CNI was
$232 million, or $0.92 per diluted share, in the quarter ended June30, 2013,
compared to adjusted CNI of $258 million, or $1.03 per diluted share, in the
prior year quarter. In computing adjusted CNI for the quarter ended June30,
2013, we excluded restructuring income of $1 million, net of tax, related to
the restructuring of certain of our Western European operations and $11
million, net of tax, of fees related to the Actavis Transaction (defined
below). In computing adjusted CNI for the quarter ended June30, 2012, we
excluded a gain of $20 million, net of tax, relating to the reversal of the
liability for contingent milestone payments to Novartis Pharmaceuticals
Corporation ("Novartis") in connection with our acquisition of the U.S. rights
to ENABLEX in October 2010 (the "ENABLEX Acquisition"), based on the
determination that it was no longer probable that we would be required to make
such payments.

References in this press release to "cash net income" or "CNI" mean our GAAP
net income adjusted for the after-tax effects of two non-cash items:
amortization (including impairments, if any) of intangible assets and
amortization (including write-offs, if any) of deferred loan costs related to
our debt. Adjusted CNI represents CNI as further adjusted to exclude the
impact, on an after-tax basis, of the Western European restructuring,
litigation-related charges, Actavis Transaction fees and the gain relating to
the reversal of the liability for contingent milestone payments.
Reconciliations from our reported results in accordance with Generally
Accepted Accounting Principles in the United States ("GAAP") to CNI, adjusted
CNI and adjusted earnings before interest, taxes, depreciation and
amortization ("Adjusted EBITDA") for all periods presented are included in the
tables at the end of this press release.

Actavis Transaction

On May19, 2013, we entered into a Transaction Agreement (the "Transaction
Agreement") with, among others, Actavis, Inc., a Nevada corporation
("Actavis"), Actavis Limited, a private limited company organized under the
laws of Ireland ("New Actavis"), and Actavis W.C. Holding 2 LLC, a limited
liability company organized in Nevada and a wholly-owned subsidiary of New
Actavis ("U.S. Merger Sub"). Under the terms of the Transaction Agreement,
(a)New Actavis will acquire us (the "Acquisition") pursuant to a scheme of
arrangement under Section201 of the Irish Companies Act 1963 (the "Scheme")
and (b)U.S. Merger Sub will merge with and into Actavis, with Actavis as the
surviving corporation in the merger (the "Merger" and, together with the
Acquisition, the "Transaction" or the "Actavis Transaction"). At the effective
time of the Scheme, each of our shareholders will be entitled to receive 0.160
of a newly issued New Actavis ordinary share in exchange for each ordinary
share of ours held by such shareholder.Cash will be paid in lieu of any
fractional shares of New Actavis.At the effective time of the Merger, each
outstanding Actavis common share will be converted into the right to receive
one New Actavis ordinary share. As a result of the Transaction, both we and
Actavis will become wholly owned subsidiaries of New Actavis.

The Transaction Agreement provides that if the Transaction Agreement is
terminated (i)by us following the board of directors of Actavis changing its
recommendation to the Actavis stockholders to approve the Transaction
Agreement (except in limited circumstances) or (ii)by us or Actavis following
the failure of the Actavis stockholders to approve the Transaction Agreement
following the board of directors of Actavis changing its recommendation
(except in limited circumstances), then Actavis shall pay to us $160 million,
subject to reduction in certain circumstances. The Transaction Agreement also
contains customary representations, warranties and covenants by Actavis and
us.

In addition, on May19, 2013, we and Actavis entered into an Expenses
Reimbursement Agreement (the "ERA"), the terms of which have been consented to
by the Irish Takeover Panel for purposes of Rule 21.2 of the Irish Takeover
Rules only. Under the ERA, we have agreed to pay to Actavis the documented,
specific and quantifiable third party costs and expenses incurred by Actavis
in connection with the Acquisition upon the termination of the Transaction
Agreement in certain specified circumstances. The maximum amount payable by us
to Actavis pursuant to the ERA is an amount equal to one percent of the
aggregate value of our issued share capital.

The proposed Transaction has been unanimously approved by our board of
directors and the board of directors of Actavis, and is supported by the
management teams of both companies. We currently expect the Transaction to
close in the second half of 2013, subject to the satisfaction of customary
closing conditions, including the approval of the shareholders of both
companies, certain regulatory approvals and the approval of the Irish High
Court. On July11, 2013, Actavis and we announced that we had each received a
request for additional information from the Federal Trade Commission ("FTC")
in connection with the Transaction. The effect of the second request is to
extend the waiting period imposed by the Hart-Scott-Rodino Antitrust
Improvements Act of 1976, as amended, until 30 days after Actavis and we have
substantially complied with the request, unless that period is extended
voluntarily by the parties or terminated sooner by the FTC. On July15, 2013,
the German Federal Cartel Office granted clearance in connection with the
Transaction.

New Product Approvals

In May 2013, the U.S. Food and Drug Administration ("FDA") approved a new oral
contraceptive, norethindrone acetate and ethinyl estradiol chewable tablets
and ferrous fumarate tablets, for the prevention of pregnancy. In July 2013,
the FDA approved the use of the MINASTRIN 24 FE trade name for this product,
and we anticipate that we will commercially launch this product, under the
MINASTRIN 24 FE trade name, in early August 2013. We expect that MINASTRIN 24
FE will become a promotional priority for our women's healthcare sales force
upon launch.

In April 2013, the FDA approved a 200 mg strength of DORYX (doxycycline
hyclate) Delayed-Release Tablets, a tetracycline-class oral antibiotic. We
commercially launched DORYX Delayed-Release 200 mg Tablets in July 2013.

In February2013, the FDA approved DELZICOL (mesalamine) 400 mg
delayed-release capsules, our new 400 mg mesalamine product indicated for the
treatment of mildly to moderately active ulcerative colitis and for the
maintenance of remission of ulcerative colitis. We commercially launched
DELZICOL in March 2013, and it is currently a promotional focus of our
gastroenterology sales force efforts.

Semi-Annual Dividend

On June14, 2013, we paid a semi-annual cash dividend under our dividend
policy (the "Dividend Policy") in the amount of $0.25 per share, or $63
million in the aggregate. Any declaration by our Board of Directors to pay
future cash dividends subsequent to the June 2013 semi-annual dividend is
subject to Actavis's consent under the terms of the Transaction Agreement and
would also depend on our earnings and financial condition and other relevant
factors at such time.

Revenue

Total revenue in the quarter ended June 30, 2013 was $613 million, a decrease
of $25 million, or 4%, compared to the quarter ended June 30, 2012. This
decrease was driven primarily by a decline in ACTONEL revenues of $54 million,
due in large part to overall declines in the U.S. oral bisphosphonate market
and continued declines in ACTONEL revenues in Western Europe and Canada
following the 2010 loss of exclusivity in both regions, offset, in part, by
combined net sales growth in our gastroenterology franchise. Within our
gastroenterology franchise, a decrease in ASACOL net sales of $47 million in
the quarter ended June 30, 2013 as compared to the prior year quarter, due
primarily to our transition from ASACOL 400 mg to DELZICOL, was more than
offset by DELZICOL net sales of $67 million in the quarter ended June 30,
2013. We also reported net sales growth in certain other promoted products,
primarily LO LOESTRIN FE, which saw an increase in net sales of $25 million,
or 74%, in the quarter ended June 30, 2013 as compared to the prior year
quarter.

Net sales of our oral contraceptive products increased $21 million, or 16%, in
the quarter ended June30, 2013, as compared to the prior year quarter.
LOESTRIN 24 FE generated net sales of $91 million in the quarter ended
June30, 2013, a decrease of 6%, compared with $97 million in the prior year
quarter. LOESTRIN 24 FE filled prescriptions continue to be negatively
impacted by our shift in promotional focus to LO LOESTRIN FE beginning in
early 2011. More specifically, the decrease in LOESTRIN 24 FE net sales in the
quarter ended June30, 2013 as compared to the prior year quarter was
primarily due to a decrease in filled prescriptions of 27%, offset, in part,
by higher average selling prices and a decrease in sales-related deductions
relative to the prior year quarter. LO LOESTRIN FE, which is currently the
primary promotional focus of our women's healthcare sales force efforts,
generated net sales of $59 million and $34 million in the quarters ended
June30, 2013 and 2012, respectively, an increase of 74%. The increase in LO
LOESTRIN FE net sales in the quarter ended June30, 2013 compared to the prior
year quarter primarily relates to an increase in filled prescriptions of 61%,
a decrease in sales-related deductions and higher average selling prices. In
May 2013, the FDA approved a new oral contraceptive, norethindrone acetate and
ethinyl estradiol chewable tablets and ferrous fumarate tablets, for the
prevention of pregnancy. In July 2013, the FDA approved the use of the
MINASTRIN 24 FE trade name for this product, and we anticipate that we will
commercially launch this product, under the MINASTRIN 24 FE trade name, in
early August 2013. We expect that MINASTRIN 24 FE will become a promotional
priority for our women's healthcare sales force upon launch.

Total ACTONEL revenues were $96 million in the quarter ended June30, 2013, a
decrease of $54 million, or 36%, compared to the prior year quarter. Total
ACTONEL revenues were comprised of the following components:

                      Quarter Ended          
                      June30,      Increase (decrease)
(dollars in millions)  2013   2012   Dollars   Percent
United States         $61   $90   $(29)    (32)%
Non - U.S.            23    44    (21)     (48)%
Total net sales        84    134   (50)     (37)%
                                           
Other revenue         12    16    (4)      (25)%
Total ACTONEL revenues $96   $150  $(54)    (36)%

In the United States, ACTONEL net sales decreased $29 million, or 32%, in the
quarter ended June30, 2013, as compared to the prior year quarter, primarily
due to a decrease in filled prescriptions of 34% and an increase in
sales-related deductions, offset, in part, by higher average selling prices
and an expansion of pipeline inventories as compared to the prior year
quarter. In the United States, ACTONEL filled prescriptions continue to
decline due in part to declines in filled prescriptions within the overall
U.S. oral bisphosphonate market. The decline in ACTONEL net sales outside of
the United States in the quarter ended June30, 2013 was due to the continued
declines in ACTONEL revenues in Western Europe and Canada following the 2010
loss of exclusivity in both regions. We expect to continue to experience
significant declines in total ACTONEL revenues in future periods. ATELVIA,
which we began to promote in the United States in early 2011 and in Canada in
early 2012, generated net sales of $18 million and $16 million in the quarters
ended June30, 2013 and 2012, respectively. In the United States, ATELVIA net
sales in the quarters ended June30, 2013 and 2012 were $16 million and $14
million, respectively, an increase of 14%. The increase in ATELVIA net sales
in the United States in the quarter ended June30, 2013 compared to the prior
year quarter was due to higher average selling prices and a decrease in
sales-related deductions, offset, in part, by a decrease in filled
prescriptions of 13%.

Net sales of ESTRACE Cream increased $7 million, or 15%, in the quarter ended
June30, 2013, as compared to the prior year quarter. The increase in ESTRACE
Cream net sales in the quarter ended June30, 2013 compared to the prior year
quarter was primarily due to higher average selling prices, an increase in
filled prescriptions of 8% and a decrease in sales-related deductions relative
to the prior year quarter.

Net sales of our gastroenterology products increased $20 million, or 11%, in
the quarter ended June30, 2013, compared to the prior year quarter. Net sales
of ASACOL were $140 million in the quarter ended June30, 2013, a decrease of
$47 million, or 25%, compared to the prior year quarter. ASACOL net sales in
North America totaled $128 million and $175 million in the quarters ended
June30, 2013 and 2012, respectively, including net sales in the United States
of $122 million and $169 million in the quarters ended June30, 2013 and 2012,
respectively. The decrease in ASACOL net sales in the United States in the
quarter ended June30, 2013 as compared to the prior year quarter was due
primarily to our decision to cease trade shipments of ASACOL 400 mg in the
United States as we transitioned from ASACOL 400 mg to DELZICOL in March 2013,
offset, in part, by an increase in net sales of ASACOL HD (800 mg). In
February 2013, the FDA approved DELZICOL, which we commercially launched in
March 2013 and is currently a promotional focus of our gastroenterology sales
force efforts. Net sales of DELZICOL for the quarter ended June30, 2013 were
$67 million. As a result of the terms pursuant to which we shipped the initial
trade units of DELZICOL in the quarter ended March31, 2013, we deferred $44
million of the gross revenues (which do not account for applicable
sales-related deductions) generated thereby since the criteria to record such
revenues were not met as of March31, 2013. We recognized all of such deferred
gross revenues (as reduced to account for applicable sales-related deductions)
in our condensed consolidated statement of operations for the quarter ended
June30, 2013 as the criteria to record such revenues were achieved. We expect
that the loss of ASACOL 400 mg net sales in the United States will be offset,
in part, by net sales of DELZICOL and increased net sales of ASACOL HD (800
mg).

Net sales of ENABLEX decreased $11 million, or 27%, in the quarter ended
June30, 2013, compared to the prior year quarter. ENABLEX net sales in the
quarter ended June30, 2013 were impacted by a decrease in filled
prescriptions of 45% and a contraction of pipeline inventories, offset, in
part, by a decrease in sales-related deductions and higher selling prices
relative to the prior year quarter. We expect a continued decline in ENABLEX
net sales in 2013 due in part to the promotional priorities of our urology
sales force.

Net sales of DORYX decreased $1 million, or 4%, in the quarter ended June30,
2013, compared to the prior year quarter. The decrease in DORYX net sales in
the quarter ended June30, 2013 relative to the prior year quarter was due
primarily to the introduction of generic competition for our DORYX 150 mg
product in early May 2012. In April 2013, the FDA approved a 200 mg strength
of DORYX (doxycycline hyclate) Delayed-Release Tablets, which we commercially
launched in July 2013.

Cost of Sales (Excluding Amortization and Impairment of Intangible Assets)

Cost of sales (excluding amortization and impairment) increased $11 million,
or 16%, in the quarter ended June30, 2013 as compared to the prior year
quarter, due primarily to costs incurred in the current year period in
relation to pre-launch preparation for products approved during the first half
of 2013, as well as changes in the mix and volume of products sold.

Selling, General and Administrative ("SG&A") Expenses

SG&A expenses for the quarter ended June30, 2013 were $202 million, an
increase of $29 million, or 17%, from $173 million in the prior year quarter.
Advertising and promotion ("A&P") expenses decreased $10 million, or 40%, in
the quarter ended June30, 2013, as compared to the prior year quarter,
primarily due to a decrease in promotional expenses relative to the prior year
quarter. Selling and distribution expenses decreased $9 million, or 9%, in the
quarter ended June30, 2013, as compared to the prior year quarter, primarily
due to a $10 million reduction in co-promote expenses as a result of the
continued declines in ACTONEL net sales in Western Europe and Canada following
the 2010 loss of exclusivity in both regions. Specifically, included in
selling and distribution expenses were co-promote expenses of $50 million and
$60 million in the quarters ended June30, 2013 and 2012, respectively (of
which, $44 million related to the United States and Puerto Rico in each
quarter).

General, administrative and other ("G&A") expenses increased $48 million, or
112%, in the quarter ended June30, 2013 as compared to the prior year
quarter. Included in G&A expenses in the quarter ended June30, 2013 were $11
million of fees related to the Transaction. Included in G&A expenses in the
quarter ended June30, 2012 was a $20 million gain relating to the reversal of
the liability for contingent milestone payments to Novartis in connection with
the ENABLEX Acquisition, as such payments have been deemed no longer probable
of being paid in accordance with ASC Topic 450 "Contingencies". Excluding the
impact of the $11million of Transaction fees and the $20 million contingent
gain, G&A expenses increased $17 million, or 27%, in the quarter ended June
30, 2013 relative to the prior year quarter, primarily due to an increase in
legal and professional fees.

Restructuring (Income) / Costs

In April 2011, we announced a plan to restructure our operations in Belgium,
the Netherlands, France, Germany, Italy, Spain, Switzerland and the United
Kingdom. The restructuring did not impact our operations at our headquarters
in Dublin, Ireland, our facilities in Dundalk, Ireland, Larne, Northern
Ireland or Weiterstadt, Germany or our commercial operations in the United
Kingdom. We determined to proceed with the restructuring following the
completion of a strategic review of our operations in our Western European
markets where our product ACTONEL lost exclusivity in late 2010.

In the quarter ended June30, 2013, we recorded restructuring income of $2
million ($1 million, net of tax), which was comprised of pretax severance
income of $1 million recorded based on estimated future payments in accordance
with specific contractual terms and employee specific events and
pension-related curtailment gains of $1 million. In the quarter ended June30,
2012, we incurred pretax severance costs of $7 million, which were offset, in
full, by pension-related curtailment gains of $7 million. In computing
adjusted CNI, we add back to CNI the after-tax impact of these restructuring
(income) / costs. We do not expect to record any material expenses relating to
the Western European restructuring in future periods. 

Research and Development ("R&D")

Our investment in R&D for the quarter ended June30, 2013 was $33 million, an
increase of $10 million, or 43%, as compared to the prior year quarter. Our
R&D expenses consist of our internal development costs, fees paid to contract
development groups, regulatory fees and license fees paid to third parties.
R&D expenditures are subject to fluctuation due to the timing and stages of
development of our various R&D projects.

Amortization and Impairment of Intangible Assets

Amortization of intangible assets in the quarters ended June30, 2013 and 2012
was $110 million and $124 million, respectively. Our amortization methodology
is calculated on either an economic benefit model or on a straight-line basis
to match the expected useful life of the asset, with identifiable assets
assessed individually or by product family. The economic benefit model is
based on expected future cash flows and typically results in accelerated
amortization for most of our products. We continuously review the remaining
useful lives of our identified intangible assets based on each product or
product family's estimated future cash flows. In the event that we do not
achieve the expected cash flows from any of our products or lose market
exclusivity for any of our products as a result of the expiration of a patent,
the expiration of FDA exclusivity or an at-risk launch of a competing generic
product, we may accelerate amortization or record an impairment charge in
respect of the related intangible asset, which may be material. Based on our
review of future cash flows, we recorded an impairment charge in the quarter
ended June30, 2012 of $106 million, $101 million of which was attributable to
the impairment of our DORYX intangible asset following Mylan Pharmaceuticals
Inc.'s introduction of a generic product in early May 2012. We expect our 2013
amortization expense to decline compared to 2012 as most of our intangible
assets are amortized on an accelerated basis.

Net Interest Expense

Net interest expense for the quarter ended June30, 2013 was $60 million, an
increase of $8 million, or 15%, compared to $52 million in the prior year
quarter. Included in net interest expense in the quarter ended June30, 2013
was $8 million relating to the write-off of deferred loan costs associated
with a $150 million optional prepayment of term loan indebtedness made during
the quarter ended June30, 2013 under our senior secured credit facilities.
Excluding this write-off of deferred loan costs, net interest expense for the
quarter ended June30, 2013 was flat as compared to the prior year quarter as
higher interest expense on outstanding indebtedness resulting from an increase
in the weighted average amount of indebtedness outstanding, was offset, in
full, by a reduction in the amortization of deferred loan costs.

Net Income, Cash Net Income and Adjusted Cash Net Income

For the quarter ended June30, 2013, we reported GAAP net income of $108
million, or $0.43 per diluted share, CNI of $222 million, and adjusted CNI of
$232 million, or $0.92 per diluted share. Our earnings and adjusted CNI per
share calculations for the quarter are based on 252.8million diluted ordinary
shares outstanding. In calculating CNI, we add back the after-tax impact of
the amortization (including impairments, if any) of intangible assets and the
amortization (including write-offs, if any) of deferred loan costs related to
our debt. These items are tax-effected at the estimated marginal rates
attributable to them. In the quarter ended June30, 2013, the marginal tax
rate associated with the amortization of intangible assets was 5% and the
marginal tax rate for the amortization (including write-offs) of deferred loan
costs was 6%. In calculating adjusted CNI in the quarter ended June30, 2013,
we excluded the $1 million after-tax impact of restructuring income relating
to the Western European restructuring and the $11 million after-tax impact of
fees related to the Actavis Transaction.

Liquidity, Balance Sheet and Cash Flows

As of June30, 2013, our cash on hand was $224 million and our total
outstanding debt was $3,490 million, which consisted of $2,233 million of term
loan borrowings under our senior secured credit facilities, $1,250 million
aggregate principal amount of 7.75% senior notes due 2018 (the "7.75% Notes"),
and $7 million of unamortized premium related to the 7.75% Notes. We generated
$175 million of cash from operating activities in the quarter ended June30,
2013, compared with $156 million of cash from operating activities in the
prior year quarter, an increase of $19 million, due primarily to the timing of
movements in working capital.

Additional Information Related to Net Sales

Period-over-period changes in the net sales of our products are a function of
a number of factors, including changes in market demand, gross selling prices,
sales-related deductions from gross sales to arrive at net sales and the
levels of pipeline inventories of our products held by our direct and indirect
customers. In addition, the launch of new products, the loss of exclusivity
for our products and transactions such as product acquisitions and
dispositions may also, from time to time, impact our period over period net
sales. We use IMS Health, Inc. ("IMS") estimates of filled prescriptions for
our products as a proxy for market demand in the United States. Although these
estimates provide a broad indication of market trends for our products in the
United States, the relationship between IMS estimates of filled prescriptions
and actual unit sales can vary, and as a result, such estimates may not always
be an accurate predictor of our unit sales. When our unit sales to our direct
customers in any period exceed market demand for our products by end-users (as
measured by estimates of filled prescriptions or its equivalent in units), our
sales in excess of demand must be absorbed before our direct customers begin
to order again, thus potentially reducing our expected future unit sales.
Conversely, when market demand by end-users of our products exceeds unit sales
to our direct customers in any period, our expected future unit sales to our
direct customers may increase. We refer to the estimated amount of inventory
held by our direct customers and pharmacies and other organizations that
purchase our product from our direct customers, which is generally measured by
the estimated number of days of end-user demand on hand, as "pipeline
inventory." Pipeline inventories expand and contract in the normal course of
business. As a result, our unit sales to our direct customers in any period
may exceed or be less than actual market demand for our products by end-users
(as measured by estimates of filled prescriptions). When comparing reported
product sales between periods, it is important to not only consider market
demand by end-users, but also to consider whether estimated pipeline
inventories increased or decreased during each period.

2013 Financial Guidance Update

Based on our second quarter results and current outlook for the remainder of
2013, we are updating our guidance ranges for adjusted SG&A expenses and GAAP
net income, as well as adjusted CNI and adjusted CNI per share. The update is
due primarily to lower than expected A&P expenses, as well as the incurrence
of fees related to the Actavis Transaction. Adjusted CNI per share adds back
the after-tax impact of (i)restructuring income relating to the Western
European restructuring, (ii) litigation-related charges and (iii)fees related
to the Actavis Transaction. For a complete overview of our updated full year
2013 guidance, including material assumptions, please refer to the table at
the last page of this press release.

The Company

Warner Chilcott is a leading specialty pharmaceutical company currently
focused on the women's healthcare, gastroenterology, urology and dermatology
segments of the branded pharmaceuticals market, primarily in North America. We
are a fully integrated company with internal resources dedicated to the
development, manufacture and promotion of our products. WCRX-F

Forward Looking Statements

This press release contains forward-looking statements, including statements
concerning the proposed transaction with Actavis, our industry, our
operations, our anticipated financial performance and financial condition and
our business plans, growth strategy and product development efforts. These
statements constitute forward-looking statements within the meaning of
Section27A of the Securities Act of 1933 and Section21E of the Securities
Exchange Act of 1934. The words "may," "might," "will," "should," "estimate,"
"project," "plan," "anticipate," "expect," "intend," "outlook," "believe" and
other similar expressions are intended to identify forward-looking statements.
Readers are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of their dates. These forward-looking
statements are based on estimates and assumptions by our management that,
although we believe to be reasonable, are inherently uncertain and subject to
a number of risks and uncertainties. The following represent some, but not
necessarily all, of the factors that could cause actual results to differ from
historical results or those anticipated or predicted by our forward-looking
statements: the timing to consummate the proposed transaction with Actavis;
the risk that a condition to closing of the proposed transaction with Actavis
may not be satisfied; the risk that a regulatory approval that may be required
for the proposed transaction with Actavis is delayed, is not obtained or is
obtained subject to conditions that are not anticipated; New Actavis' ability
to achieve the synergies and value creation contemplated by the proposed
acquisition; New Actavis' ability to promptly and effectively integrate
Actavis' and our businesses; the diversion of management time on
transaction-related issues; our substantial indebtedness, including increases
in the LIBOR rates on our variable-rate indebtedness above the applicable
floor amounts; competitive factors and market conditions in the industry in
which we operate, including the approval and introduction of generic or
branded products that compete with our products; our ability to protect our
intellectual property; a delay in qualifying any of our manufacturing
facilities that produce our products, production or regulatory problems with
either our own manufacturing facilities or those of third party manufacturers,
packagers or API suppliers upon whom we may rely for some of our products or
other disruptions within our supply chain; pricing pressures from
reimbursement policies of private managed care organizations and other third
party payors, government sponsored health systems and regulatory reforms, and
the continued consolidation of the distribution network through which we sell
our products; changes in tax laws or interpretations that could increase our
consolidated tax liabilities; government regulation, including U.S. and
foreign health care reform, affecting the development, manufacture, marketing
and sale of pharmaceutical products, including our ability and the ability of
companies with whom we do business to obtain necessary regulatory approvals;
adverse outcomes in our outstanding litigation, regulatory investigations or
arbitration matters or an increase in the number of such matters to which we
are subject; the loss of key senior management or scientific staff; our
ability to manage the growth of our business by successfully identifying,
developing, acquiring or licensing new products at favorable prices and
marketing such new products; our ability to obtain regulatory approval and
customer acceptance of new products, and continued customer acceptance of our
existing products; and the other risks identified in our periodic filings
including our Annual Report on Form 10-K for the year ended December31, 2012,
and from time-to-time in our other investor communications.

We caution you that the foregoing list of important factors is not exclusive.
In addition, in light of these risks and uncertainties, the matters referred
to in our forward-looking statements may not occur. We undertake no obligation
to publicly update or revise any forward-looking statement as a result of new
information, future events or otherwise, except as may be required by law.

The guidance regarding GAAP net income, adjusted CNI and adjusted CNI per
share contained in this announcement constitutes a profit forecast for the
purposes of the Irish Takeover Rules. In accordance with Rule 28.4 of the
Irish Takeover Rules, this profit forecast shall be repeated in the
Registration Statement on Form S-4 filed by New Actavis with the Securities
and Exchange Commission ("SEC") in connection with the Transaction Agreement
and the reports required by Rule 28.3 shall be mailed to Warner Chilcott
shareholders with the definitive proxy statement/prospectus relating to the
Transaction Agreement.

Statement Required by the Takeover Rules

The directors of Warner Chilcott accept responsibility for the information
contained in this announcement. To the best of the knowledge and belief of the
directors of Warner Chilcott (who have taken all reasonable care to ensure
such is the case), the information contained in this announcement is in
accordance with the facts and does not omit anything likely to affect the
import of such information.

Deutsche Bank Securities Inc. is acting for Warner Chilcott as financial
advisor and is not acting as financial advisor to anyone else in connection
with the matters referred to in this announcement and will not be responsible
to anyone other than Warner Chilcott in connection therewith for providing
advice in relation to the matters referred to in this announcement. Deutsche
Bank Securities Inc. has delegated certain of its financial advisory functions
and responsibilities to Deutsche Bank AG, acting through its London branch.
Deutsche Bank AG, acting through its London branch is performing such
delegated functions and responsibilities exclusively for Warner Chilcott and
is not acting as a financial adviser for any other person in connection with
the matters referred to in this announcement and will not be responsible to
any such other person for providing advice in relation to the matters referred
to in this announcement. Deutsche Bank AG is authorised under German Banking
Law (competent authority: BaFin – Federal Financial Supervisory Authority) and
authorised and subject to limited regulation by the Financial Conduct
Authority. Details about the extent of Deutsche Bank AG's authorization and
regulation by the Financial Conduct Authority are available on request.

Important Information For Investors And Shareholders

This communication does not constitute an offer to sell or the solicitation of
an offer to buy any securities or a solicitation of any vote or approval.New
Actavis has filed with the SEC a registration statement on Form S-4 containing
a preliminary joint proxy statement of Warner Chilcott and Actavis that also
constitutes a preliminary prospectus of New Actavis.The registration
statement has not been declared effective by the SEC.After the registration
statement has been declared effective, each of Actavis and Warner Chilcott
will mail to its stockholders or shareholders a definitive proxy
statement/prospectus.In addition, each of New Actavis, Actavis and Warner
Chilcott will file with the SEC other documents with respect to the proposed
transaction.INVESTORS AND SECURITY HOLDERS OF ACTAVIS AND WARNER CHILCOTT ARE
URGED TO READ THE DEFINITIVE PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS
FILED OR TO BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY
BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors
and security holders may obtain free copies of the registration statement and
the proxy statement/prospectus and other documents filed with the SEC by New
Actavis, Actavis and Warner Chilcott through the website maintained by the SEC
at http://www.sec.gov. Copies of the documents filed with the SEC by New
Actavis and Actavis may be obtained free of charge on Actavis's internet
website at www.actavis.com or by contacting Actavis's Investor Relations
Department at (862) 261-7488. Copies of the documents filed with the SEC by
Warner Chilcott may be obtained free of charge on Warner Chilcott's internet
website at www.wcrx.com or by contacting Warner Chilcott's Investor Relations
Department at (973) 442-3200.

Actavis, Warner Chilcott, their respective directors and certain of their
executive officers may be considered participants in the solicitation of
proxies in connection with the proposed transaction.Information about the
directors and executive officers of Warner Chilcott is set forth in its Annual
Report on Form 10-K for the year ended December 31, 2012, which was filed with
the SEC on February22, 2013, its Quarterly Report on Form 10-Q for the
quarter ended March 31, 2013, which was filed with the SEC on May10, 2013,
its proxy statement for its 2013 annual general meeting of shareholders, which
was filed with the SEC on April5, 2013, and its Current Reports on Form 8-K
that were filed with the SEC on May2, 2013 and May8, 2013.Information about
the directors and executive officers of Actavis is set forth in its Annual
Report on Form 10-K for the year ended December31, 2012, which was filed with
the SEC on February28, 2013, its Quarterly Report on Form 10-Q for the
quarter ended March31, 2013, which was filed with the SEC on May7, 2013, its
proxy statement for its 2013 annual meeting of stockholders, which was filed
with the SEC on March29, 2013, and its Current Reports on Form 8-K that were
filed with the SEC on January29, 2013 and May13, 2013.Other information
regarding the participants in the proxy solicitations and a description of
their direct and indirect interests, by security holdings or otherwise, are
contained in the preliminary proxy statement/prospectus filed with the SEC and
will be contained in the definitive proxy statement/prospectus and other
relevant materials to be filed with the SEC when they become available.

Reconciliations to GAAP Net Income

CNI and Adjusted CNI

To supplement our condensed consolidated financial statements presented in
accordance with GAAP, we provide a summary to show the computation of CNI and
adjusted CNI. CNI is defined as our GAAP net income adjusted for the after-tax
effects of two non-cash items: amortization (including impairments, if any) of
intangible assets and amortization (including write-offs, if any) of deferred
loan costs related to our debt. Adjusted CNI represents CNI as further
adjusted to exclude the impact, on an after-tax basis, of the Western European
restructuring, litigation-related charges, Actavis Transaction fees and the
gain relating to the reversal of the liability for contingent milestone
payments. We believe that the presentation of CNI and adjusted CNI provides
useful information to both management and investors concerning the approximate
impact of the above items. We also believe that considering the effect of
these items allows management and investors to better compare our financial
performance from period-to-period, and to better compare our financial
performance with that of our competitors. The presentation of this additional
information is not meant to be considered in isolation of, or as a substitute
for, results prepared in accordance with GAAP.

Adjusted EBITDA

To supplement our condensed consolidated financial statements presented in
accordance with GAAP, we provide a summary to show the computation of Adjusted
EBITDA taking into account certain charges that were taken during the quarters
and six months ended June30, 2013 and 2012. The computation of Adjusted
EBITDA is based on the definition of Adjusted EBITDA contained in our senior
secured credit facilities.

CompanyContacts: Rochelle Fuhrmann
                 SVP, Finance
                 973-442-3281
                 rfuhrmann@wcrx.com
                 
                 Kevin Crissey
                 Director, Investor Relations
                 973-907-7084
                 kevin.crissey@wcrx.com

WARNER CHILCOTT PUBLIC LIMITED COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In millions of U.S. dollars, except per share amounts)
(Unaudited)
                                                 
                      Quarter Ended               Six Months Ended
                      June30,2013 June30,2012 June30,2013 June30,2012
                                                             
REVENUE                                                       
Net sales             $599         $619         $1,177       $1,288
Other revenue         14           19           29           35
Total revenue         613          638          1,206        1,323
COSTS, EXPENSES AND                                           
OTHER
Cost of sales
(excludes amortization 81           70           151          142
and impairment of
intangible assets)
Selling, general and   202          173          381          371
administrative
Restructuring (income) (2)          —           (3)          50
/ costs
Research and           33           23           58           48
development
Amortization of        110          124          220          254
intangible assets
Impairment of          —           106          —           106
intangible assets
Interest expense, net 60           52           125          114
INCOME BEFORE TAXES    129          90           274          238
Provision for income   21           37           53           72
taxes
NET INCOME             $108         $53          $221         $166
                                                             
Earnings per share:                                           
Basic                  $0.43        $0.21        $0.89        $0.67
Diluted                $0.43        $0.21        $0.88        $0.66
                                                             
Dividends per share    $0.25        $—          $0.25        $—
                                                             
RECONCILIATIONS:                                              
GAAP Net income        $108         $53          $221         $166
+ Amortization and
impairment of          104          221          209          345
intangible assets, net
of tax
+ Amortization and
write-offs of deferred 10           4            23           16
loan costs, net of tax
CASH NET INCOME        $222         $278         $453         $527
Non-recurring,
one-time charges                                              
included above:
+ Western European
restructuring (income) (1)          —           (2)          42
/ costs, net of tax
+ Litigation-related   —           —           2            —
charges, net of tax
+ Gain on reversal of
the liability for      —           (20)         —           (20)
contingent milestone
payments, net of tax
+ Actavis Transaction  11           —           11           —
fees, net of tax
ADJUSTED CASH NET      $232         $258         $464         $549
INCOME

                                      

                                      

WARNER CHILCOTT PUBLIC LIMITED COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions of U.S. dollars)
(Unaudited)
                                                           
                                              As of         As of
                                              June30,2013 December31,2012
ASSETS                                                      
Current assets:                                             
Cash and cash equivalents                      $224         $474
Accounts receivable, net                      265          195
Inventories, net                              126          113
Prepaid expenses and other current assets     294          244
Total current assets                          909          1,026
                                                           
Other assets:                                              
Property, plant and equipment, net            208          216
Intangible assets, net                        1,597        1,817
Goodwill                                      1,029        1,029
Other non-current assets                      89           130
TOTAL ASSETS                                   $3,832       $4,218
                                                           
LIABILITIES                                                 
Current liabilities:                                        
Accounts payable                              $39          $29
Accrued expenses and other current             608          686
liabilities
Current portion of long-term debt             190          179
Total current liabilities                     837          894
                                                           
Other liabilities:                                         
Long-term debt, excluding current portion     3,300        3,796
Other non-current liabilities                 122          128
Total liabilities                             4,259        4,818
                                                           
SHAREHOLDERS' (DEFICIT)                        (427)        (600)
TOTAL LIABILITIES AND SHAREHOLDERS' (DEFICIT)  $3,832       $4,218

                                      

WARNER CHILCOTT PUBLIC LIMITED COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions of U.S. dollars)
(Unaudited)
                                                 
                      Quarter Ended               Six Months Ended
                      June30,2013 June30,2012 June30,2013 June30,2012
                                                             
CASH FLOWS FROM                                               
OPERATING ACTIVITIES
Net income            $108         $53          $221         $166
Adjustments to
reconcile net income
to net cash provided                                          
by operating
activities:
Depreciation          9            10           20           19
Amortization of        110          124          220          254
intangible assets
Impairment of          —           106          —           106
intangible assets
Non-cash gain relating
to the reversal of the
liability for          —           (20)         —           (20)
contingent milestone
payments
Amortization and
write-off of deferred  11           5            25           17
loan costs
Stock-based            7            6            13           12
compensation expense
Changes in assets and                                         
liabilities:
(Increase) in accounts
receivable, prepaid    (61)         (25)         (101)        (5)
expenses and other
current assets
(Increase) in          (9)          (6)          (14)         (11)
inventories
Increase / (decrease)
in accounts payable,
accrued expenses and   47           (60)         (69)         (145)
other current
liabilities
(Decrease) in income   (47)         (37)         (26)         (29)
taxes and other, net
Net cash provided by   $175         $156         $289         $364
operating activities
                                                             
CASH FLOWS FROM                                               
INVESTING ACTIVITIES
Proceeds from sale of  15           —           15           —
assets
Capital expenditures  (5)          (11)         (12)         (17)
                                                             
Net cash provided by /
(used in) investing    $10          $(11)        $3           $(17)
activities
                                                             
CASH FLOWS FROM                                               
FINANCING ACTIVITIES
Term repayments under
senior secured credit  (192)        (35)         (484)        (409)
facilities
Cash dividends paid   (59)         —           (59)         —
Redemption of ordinary —           —           —           (32)
shares
Proceeds from the
exercise of
non-qualified options  2            2            3            8
to purchase ordinary
shares
Other                 (1)          —           —           —
                                                             
Net cash (used in)     $(250)       $(33)        $(540)       $(433)
financing activities
                                                             
Effect of exchange
rates on cash and cash (1)          (4)          (2)          —
equivalents
                                                             
Net (decrease) /
increase in cash and   (66)         108          (250)        (86)
cash equivalents
Cash and cash
equivalents, beginning 290          422          474          616
of period
Cash and cash
equivalents, end of    $224         $530         $224         $530
period

                                      

WARNER CHILCOTT PUBLIC LIMITED COMPANY
Reconciliation of Net Income to Adjusted EBITDA
(In millions of U.S. dollars)
(Unaudited)
                                                
                   Quarter Ended                 Six Months Ended
                   June30,2013  June30,2012  June30,2013  June30,2012
RECONCILIATION TO                                             
ADJUSTED EBITDA:
Net income - GAAP  $108          $53           $221          $166
+ Interest expense, 60            52            125           114
as defined
+ Provision for     21            37            53            72
income taxes
+ Non-cash
stock-based         7             6             13            12
compensation
expense
+ Depreciation     9             10            20            19
+ Amortization of   110           124           220           254
intangible assets
+ Impairment of     —            106           —            106
intangible assets
+ R&D milestone     1             2             1             2
expense
+ Non-cash gain
relating to the
reversal of the     —            (20)          —            (20)
liability for
contingent
milestone payments
+ Restructuring     (2)           —            (3)           50
(income) / costs
+ Actavis           11            —            11            —
Transaction fees
+ Other permitted   1             —            5             —
add-backs
Adjusted EBITDA of  $326          $370          $666          $775
WC plc, as defined
                                                             
+ Expenses of WC    1             8             2             8
plc and other
                                                             
Adjusted EBITDA of
Warner Chilcott
Holdings Company    $327          $378          $668          $783
III, Limited, as
defined

Note: Warner Chilcott Holdings Company III, Limited and certain of its
subsidiaries are parties to our senior secured credit facilities. Warner
Chilcott plc is not a party to this agreement. Certain expenses included in
Warner Chilcott plc's consolidated operating results are not deducted in
arriving at Adjusted EBITDA for Warner Chilcott Holdings Company III, Limited
and its subsidiaries.

                                      

WARNER CHILCOTT PUBLIC LIMITED COMPANY
REVENUE BY PRODUCT
(In millions of U.S. dollars)
(Unaudited)
                                                 
                    Quarter Ended                 Six Months Ended
                    June30,2013  June30,2012  June30,2013 June30,2012
Women's Healthcare:                                           
Oral Contraceptives                                           
LOESTRIN 24 FE      $91           $97           $184         $205
LO LOESTRIN FE      59            34            111          62
Other Oral           6             4             12           10
Contraceptives
Total Oral           156           135           307          277
Contraceptives
                                                             
Osteoporosis                                                  
ACTONEL^(1)          96            150           207          296
ATELVIA             18            16            37           32
Total Osteoporosis  114           166           244          328
                                                             
Hormone Therapy                                               
ESTRACE Cream       53            46            106          98
Other Hormone        11            7             23           21
Therapy
Total Hormone        64            53            129          119
Therapy
                                                             
Other women's        12            14            24           29
healthcare products
Total Women's        346           368           704          753
Healthcare
                                                             
Gastroenterology:                                             
ASACOL              140           187           293          398
DELZICOL            67            —            72           —
Total                207           187           365          398
Gastroenterology
                                                             
Urology:                                                      
ENABLEX             30            41            72           85
                                                             
Dermatology:                                                  
DORYX               22            23            41           53
                                                             
Other:                                                        
Other products net   4             12            11           24
sales
Contract
manufacturing        2             4             8            6
product sales
Other revenue^(2)    2             3             5            4
Total Revenue        $613          $638          $1,206       $1,323
                                                             
(1)Includes "other revenue" of $12 million and $16 million for the quarters
ended June30, 2013 and 2012, respectively, and $24 million and $31 million
for the six months ended June30, 2013 and 2012, respectively, as reported in
our condensed consolidated statement of operations, resulting from the
collaboration agreement with Sanofi-Aventis U.S. LLC.
(2)Excludes "other revenue" of $12 million and $16 million for the quarters
ended June30, 2013 and 2012, respectively, and $24 million and $31 million
for the six months ended June30, 2013 and 2012, respectively, reported in our
condensed consolidated statement of operations, resulting from the
collaboration agreement with Sanofi-Aventis U.S. LLC.

                                      

WARNER CHILCOTT PUBLIC LIMITED COMPANY
SUMMARY OF SG&A EXPENSE
(In millions of U.S. dollars)
(Unaudited)
                                         
                         QuarterEnded    QuarterEnded
                         June30, 2013    June30, 2012
A&P                      $15             $25
Selling and Distribution 96              105
G&A                      91              43
                                         
Total SG&A                $202            $173
                                         
                         SixMonthsEnded SixMonthsEnded
                         June 30, 2013    June 30, 2012
A&P                      $31             $49
Selling and Distribution 191             214
G&A                      159             108
                                         
Total SG&A                $381            $371

                                      

WARNER CHILCOTT PUBLIC LIMITED COMPANY
2013 Full Year Financial Guidance
(In millions of U.S. dollars, except per share and percentage information)
                                              
                   Prior Guidance              CurrentGuidance
                   May 2013                   July 2013 (1)
                                              
Total Revenue       $2,300to2,400             $2,300to2,400
Gross Margin as a % 87%                         87%(2)
of Total Revenue
Total SG&A Expense, $ 750 to 800                $ 725 to 775(3)
as Adjusted
Total R&D Expense   $ 115 to 135                $ 115 to 135
Total Income Tax    11%-12%ofAdjustedEBTA    11%-12%ofAdjustedEBTA(4)
Provision
GAAP Net Income     $ 361 to 386                $ 366 to 391
Adjusted CNI        $ 805 to 830                $ 834 to 859(5)
Adjusted CNI per    $ 3.20 to 3.30              $ 3.30 to 3.40(5)(6)
share
                                              
1The 2013 guidance assumes that no new or additional generic equivalents of
the Company's ASACOL 400 mg/DELZICOL, ESTRACE Cream, LOESTRIN 24 FE or DORYX
products will be approved and enter the U.S. market during 2013.In addition,
the guidance does not: (i)assume the launch of any new products not yet
approved by the FDA, (ii)account for the impact of any futureacquisitions,
dispositions, partnerships or in-license transactions, any changes to the
Company's existing capital structure, business model, partnerships or
in-license transactions or any adverse outcome to any litigation or government
investigation or (iii) account for any fees payable contingent upon
consummation of the Actavis Transaction.Any change in such assumptions could
have a negative impact on the Company's guidance.Also see "Forward Looking
Statements" above.
2Gross margin as a percentage of total revenue excludes the amortization and
impairments of intangible assets.
3Total SG&A expense, as adjusted, does not include (i)any amount that may be
payable in connection with the potential adjudication or settlement of the
Company's outstanding litigations and (ii)$11 million of fees incurred
through June 30, 2013 or $7 million of additional non-contingent fees, in each
case in connection with the Actavis Transaction.
4The 2013 total income tax provision is estimated as a percentage of earnings
before taxes and book amortization, adjusted to exclude the impact, as
applicable, of the items described in Footnote 5 below (AdjustedEBTA).
5A reconciliation of 2013 expected GAAP net income to expected adjusted CNI
adds back the expected after tax impact of (i)the amortization and impairment
of intangibles ($417 million), (ii)the amortization and write-off of deferred
loan costs ($33 million), (iii)fees incurred through June 30, 2013 ($11
million) and additional non-contingent fees ($7 million), in each case in
connection with the Actavis Transaction, (iv)the Western European
restructuring income ($2 million) and (v)litigation-related charges ($2
million).
6Expected adjusted CNI per share is based on 252.6million fully diluted
ordinary shares. The Company did not redeem any ordinary shares under its
current $250 million share redemption program in the six months ended June30,
2013, and the 2013 calculation of fully diluted ordinary shares does not
include the impact of any ordinary shares that may be redeemed after June30,
2013 pursuant to such share redemption program or otherwise.

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