Merck & Co., Inc. to Acquire Avecia Biologics

WHITEHOUSE STATION N.J. and Tees Valley, England - Merck & Co. Inc., (operating in the United Kingdom as MSD) and Avecia Investments Limited today announced that they have entered into a definitive agreement by which Merck will acquire the biologics business of the Avecia group through a Merck affiliate (Merck Sharp & Dohme (Holdings) Limited or “MSD”). Avecia Biologics is a contract manufacturing organization with specific expertise in microbial-derived biologics. Financial details of the transaction were not disclosed.

“At Merck we continue to execute on our strategy of expanding our biopharmaceutical expertise and manufacturing capacity,” said John T McCubbins, senior vice president, Biologics and Therapeutic Protein Operations, Merck Manufacturing Division. “This transaction follows an initial strategic development and supply relationship with Avecia Biologics and will provide us with an operational facility staffed by an experienced workforce that is highly skilled in a broad portfolio of bioprocess systems.”

Under the terms of the agreement, Merck will acquire Avecia Biologics Limited and all its assets, including all the company’s process development and scale-up, manufacturing, quality and business support operations located in Billingham, UK. In addition to honoring all Avecia Biologics contractual commitments, Merck plans to engage in discussions with individual customers relating to their specific ongoing and future biological process development and manufacturing needs after the transaction is closed.

“Over the past ten years, Avecia Biologics has built and established an enviable reputation for bioprocess development and timely delivery of quality biopharmaceutical ingredients for our customers,” said Steve Bagshaw, president, Avecia Biologics. “This acquisition recognizes these successes and now provides the exciting opportunity to focus on advancing Merck’s broad early and mid-stage portfolio of biologic candidates"

Closing of the transaction is subject to regulatory approval, as well as other customary closing conditions. The Oligomedicines Business of the Avecia group based in the United States does not form part of this transaction.

About Avecia
Avecia is a privately owned biotechnology group providing contract development and manufacturing services in the fields of microbial-derived biopharmaceuticals and oligonucleotide medicines. The group’s Biologics Business, based at Billingham in the north east of the UK has been developing processes and making protein-based biologics to cGMP since 1998. Products currently being worked on include medicines targeted at forms of cancer, heart disease and stroke. In Milford, MA, the group’s OligoMedicines business carries out process development and manufacture of oligonucleotide therapeutics by sequential solid state synthesis to produce pharmaceuticals comprised of short strands of DNA or RNA. For more information visit www.avecia.com.

About Merck
Merck & Co., Inc., of Whitehouse Station, New Jersey, USA is called ’Merck’ in the US and Canada and ’MSD’ in the rest of the world. Merck Sharp & Dohme Limited is a subsidiary of Merck operating in the UK. Today’s Merck is working to help the world be well. Through our medicines, vaccines, biologic therapies, and consumer and animal 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 health care through far-reaching programs that donate and deliver our products to the people who need them. Merck. Be Well. For more information, visit www.merck.com.

Forward Looking Statement
This communication includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such statements may include, but are not limited to, statements about the benefits of the merger between Merck and Schering-Plough, including future financial and operating results, the combined company’s plans, objectives, expectations and intentions and other statements that are not historical facts. Such statements are based upon the current beliefs and expectations of Merck’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements.

The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the possibility that the expected synergies from the merger of Merck and Schering-Plough will not be realized, or will not be realized within the expected time period, due to, among other things, the impact of pharmaceutical industry regulation and pending legislation that could affect the pharmaceutical industry; the risk that the businesses will not be integrated successfully; disruption from the merger making it more difficult to maintain business and operational relationships; Merck’s ability to accurately predict future market conditions; dependence on the effectiveness of Merck’s patents and other protections for innovative products; the risk of new and changing regulation and health policies in the U.S. and internationally and the exposure to 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 2008 Annual Report on Form 10-K, Schering-Plough’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2009, the proxy statement filed by Merck on June 25, 2009 and each company’s other filings with the Securities and Exchange Commission (SEC) available at the SEC’s Internet site (www.sec.gov).