Allergan Reports Third Quarter 2009 Operating Results

October 29, 2009 9:00 AM EDT

  • Board of Directors Declares Third Quarter Dividend

IRVINE, Calif.--(BUSINESS WIRE)-- Allergan, Inc. (NYSE: AGN) today announced operating results for the quarter ended September 30, 2009. Allergan also announced that its Board of Directors has declared a third quarter dividend of $0.05 per share, payable on November 30, 2009 to stockholders of record on November 9, 2009.

Operating Results Attributable to Stockholders

For the quarter ended September 30, 2009:

    --  Allergan reported $0.58 diluted earnings per share attributable to
        stockholders compared to $0.54 diluted earnings per share attributable
        to stockholders reported for the third quarter of 2008.
    --  Allergan's non-GAAP diluted earnings per share attributable to
        stockholders were $0.70 in the third quarter of 2009, compared to
        non-GAAP diluted earnings per share attributable to stockholders of
        $0.65 in the third quarter of 2008, a 7.7 percent increase.

Product Sales

For the quarter ended September 30, 2009:

    --  Allergan's total product net sales were $1,127.8 million. Total product
        net sales increased 4.2 percent compared to total product net sales in
        the third quarter of 2008. On a constant currency basis, total product
        net sales increased 7.0 percent compared to total product net sales in
        the third quarter of 2008.
        o Total specialty pharmaceuticals net sales increased 7.8 percent, or
          10.7 percent on a constant currency basis, compared to total specialty
          pharmaceuticals net sales in the third quarter of 2008.
        o Total medical devices net sales decreased 10.6 percent, or 8.3 percent
          on a constant currency basis, compared to total medical devices net
          sales in the third quarter of 2008.

"We are pleased with our continued operational performance during the third quarter as our businesses are performing better than was expected at the beginning of 2009," said David E.I. Pyott, Allergan's Chairman of the Board and Chief Executive Officer. "With this strength in our businesses, we made the strategic decision to invest in increased Direct to Consumer advertising programs in the U.S. as we anticipate recovery from the recession. We are also pleased that we filed, with the U.S. Food and Drug Administration (FDA), BOTOX(R) (onabotulinumtoxinA) for chronic migraine as well as for upper limb spasticity."

Product and Pipeline Update

During the third quarter of 2009:

    --  On July 7, 2009, a joint venture was created in Korea with Samil
        Pharmaceutical Co. Ltd. following decades of partnership to establish a
        leading position in ophthalmic pharmaceuticals.

    --  On July 7, 2009, Senju Pharmaceutical Co., Ltd received approval from
        the Japanese Ministry of Health, Labour and Welfare for LUMIGAN(TM)
        Ophthalmic Solution 0.03% for the treatment of glaucoma or ocular
        hypertension. Allergan and Senju had previously entered into an
        exclusive licensing agreement in Japan to market and develop LUMIGAN
        (TM)within the ophthalmic specialty area. Senju will pay Allergan a
        royalty based on LUMIGAN(TM)sales in Japan.
    --  On July 14, 2009, Allergan announced Korea Food and Drug Administration
        (KFDA) approval of LATISSE(R) (bimatoprost ophthalmic solution) 0.03%, a
        novel treatment for eyelash hypotrichosis, or inadequate eyelashes.
        LATISSE(R) is the first and only science-based treatment approved by the
        FDA and KFDA to enhance eyelash prominence as measured by increases in
        length, thickness and darkness of eyelashes.
    --  On July 23, 2009, Allergan announced FDA approval of ACUVAIL(TM)
        (ketorolac tromethamine ophthalmic solution) 0.45%, an advanced,
        preservative-free formulation of ketorolac, a nonsteroidal
        anti-inflammatory drug indicated for the treatment of pain and
        inflammation following cataract surgery.
    --  On September 15, 2009, a collaboration agreement with Pieris AG was
        announced that combines Pieris' proprietary Anticalin technology with
        Allergan's expertise in drug delivery and ophthalmic drug development
        with a goal of developing agents for the treatment of serious ocular
        disorders.
    --  On September 25, 2009, Allergan and Quintiles Transnational Corp.
        announced an agreement under which Quintiles will co-promote Allergan's
        SANCTURA XR(R) (trospium chloride extended release capsules), an
        anticholinergic approved for the treatment of overactive bladder,
        predominantly to primary care physicians in the United States.
    --  Allergan filed a supplemental Biologics License Application (sBLA) with
        the FDA for the use of BOTOX(R) (onabotulinumtoxinA) to treat chronic
        migraine.
    --  Allergan submitted to the FDA the additional information requested by
        the FDA in its complete response letter regarding Allergan's sBLA for
        BOTOX(R) to treat upper limb spasticity.
    --  Allergan filed a supplemental Premarket Approval application with the
        FDA for the LAP-BAND(R) System to treat weight reduction for severely
        obese adolescent patients (ages 14-17).

Following the end of the third quarter of 2009:

    --  On October 1, 2009, Allergan filed a declaratory relief action in the
        United States District Court for the District of Columbia to seek a
        ruling that would allow the company to proactively share truthful and
        relevant information with the medical community regarding the safe use
        of BOTOX(R) for certain therapeutic off-label treatments.

    --  On October 23, 2009, Allergan announced that the Committee for Medicinal
        Products for Human Use recommended granting a Marketing Authorization
        for LUMIGAN(R) (bimatoprost ophthalmic solution) 0.01% in the 27 member
        states of the European Union.
    --  On October 23, 2009, Allergan announced that the United States District
        Court for the District of Delaware ruled in favor of Allergan, Inc. in
        its patent infringement suit against Exela PharmSci, Inc., Exela
        PharmSci Pvt., Ltd., Apotex, Inc. and Apotex Corp. (collectively, the
        "Defendants") finding that the patents are valid and enforceable against
        the Defendants and that the Defendants' proposed generic versions of
        Allergan's ALPHAGAN(R) P (brimonidine tartrate ophthalmic solution) 0.1%
        and 0.15% products infringe Allergan's patents. Pursuant to the
        Hatch-Waxman Act, the FDA is required to delay approval of the
        Defendants' proposed generic products until after Allergan's last
        applicable patent expires in 2022.
    --  Allergan filed a supplemental New Drug Application with the FDA for the
        approval of OZURDEX(TM) (dexamethasone intravitreal implant) 0.7 mg to
        treat non-infectious intermediate and posterior uveitis.

Outlook

For the full year of 2009, Allergan estimates:

    --  Total product net sales between $4,350 million and $4,400 million.
        o Total specialty pharmaceuticals net sales between $3,635 million and
          $3,655 million.
        o Total medical devices net sales between $715 million and $745 million.
        o ALPHAGAN(R)franchise product net sales between $380 million and $390
          million.
        o LUMIGAN(R)franchise product netsales between $450 million and $460
          million.
        o RESTASIS(R) product netsales between $500 million and $510 million.
        o SANCTURA(R) franchise product netsales at approximately $70 million.
        o BOTOX(R) product netsales between $1,280 million and $1,290 million.
        o LATISSE(R) product netsales at approximately $70 million.
        o Breast aestheticsproduct netsales between $270 million and $280
          million.
        o Obesity intervention product netsales between $245 million and $255
          million.
        o Facial aesthetics product netsales between $200 million and $210
          million.

    --  Non-GAAP cost of sales to product net sales ratio between 16.5% and
        17.0%.
    --  Other revenue at approximately $60 million.
    --  Non-GAAP selling, general and administrative expenses to product net
        sales ratio between 40% and 41%.
    --  Non-GAAP research and development expenses to product net sales ratio
        between 15% and 16%.
    --  Non-GAAP amortization of acquired intangible assets at approximately $20
        million. This guidance excludes the amortization of acquired intangible
        assets associated with the Inamed, Corneal, EndoArt, Esprit, and Samil
        acquisitions and the ACZONE(R) asset purchase.
    --  Non-GAAP diluted earnings per share attributable to stockholders
        guidance between $2.75 and $2.77.
    --  Diluted shares outstanding between approximately 304 million and 306
        million.
    --  Effective tax rate on non-GAAP earnings between 28% and 29%.

For the fourth quarter of 2009, Allergan estimates:

    --  Total product net sales between $1,110 million and $1,160 million.
    --  Non-GAAP diluted earnings per share attributable to stockholders
        guidance between $0.75 and $0.77.

On January 1, 2009, Allergan adopted the update to Financial Accounting Standards Board (FASB) guidance related to the accounting for convertible debt instruments that may be settled fully or partially in cash upon conversion, which requires retrospective application to prior periods. The impact from the adoption of this guidance on the previously reported GAAP results for the third quarter and first nine months of 2008 was a reduction of diluted earnings per share attributable to stockholders of $0.01 and $0.03, respectively, from the amounts previously reported. Non-GAAP diluted earnings per share attributable to stockholders for the third quarter and first nine months of 2008 were not impacted.

Historical non-GAAP basic and diluted earnings per share attributable to stockholders and guidance amounts for non-GAAP diluted earnings per share attributable to stockholders, non-GAAP cost of sales, non-GAAP selling, general and administrative expenses, non-GAAP research and development expenses, non-GAAP amortization of acquired intangible assets as well as non-GAAP net sales reported in constant currency are each reconciled to the most directly comparable GAAP financial measure in the financial tables of this press release and the accompanying footnotes. The reconciliation for the guidance amounts in the financial tables includes historical non-GAAP adjustments and an estimate of the future effect from amortization of acquired intangible assets and non-cash interest expense associated with amortization of convertible debt discount.

All prior period information in the financial tables of this press release has been retrospectively adjusted to reflect the impact of the adoptions in the first quarter of 2009 of updates to FASB guidance related to the accounting for convertible debt instruments that may be settled fully or partially in cash upon conversion and the accounting and financial reporting of noncontrolling ownership interests in subsidiaries held by parties other than the parent.

Forward-Looking Statements

In this press release, the statements regarding product development, market potential, expected growth, anticipated product filings, approvals and labeling, the statements by Mr. Pyott as well as Allergan's earnings per share, product net sales, revenue forecasts and any other statements that refer to Allergan's expected, estimated or anticipated future results, are forward-looking statements. Because forecasts are inherently estimates that cannot be made with precision, Allergan's performance at times differs materially from its estimates and targets, and Allergan often does not know what the actual results will be until after the end of the applicable reporting period. Therefore, Allergan will not report or comment on its progress during a current quarter except through public announcement. Any statement made by others with respect to progress during a current quarter cannot be attributed to Allergan.

All forward-looking statements in this press release reflect Allergan's current analysis of existing trends and information and represent Allergan's judgment only as of the date of this press release. Actual results may differ materially from current expectations based on a number of factors affecting Allergan's businesses, including, among other things the following: changing competitive, market and regulatory conditions; the timing and uncertainty of the results of both the R&D and regulatory processes; domestic and foreign health care and cost containment reforms, including government pricing and reimbursement policies; technological advances and patents obtained by competitors; the performance, including the approval, introduction, and consumer and physician acceptance of new products and the continuing acceptance of currently marketed products; the effectiveness of advertising and other promotional campaigns; the timely and successful implementation of strategic initiatives; the results of any pending or future litigation, investigations or claims; the uncertainty associated with the identification of and successful consummation and execution of external corporate development initiatives and strategic partnering transactions; and Allergan's ability to obtain and successfully maintain a sufficient supply of products to meet market demand in a timely manner. In addition, U.S. and international economic conditions, including higher unemployment, financial hardship, consumer confidence and debt levels, taxation, changes in interest and currency exchange rates, international relations, capital and credit availability, the status of financial markets and institutions, as well as the general impact of the current economic crisis, can materially affect Allergan's results. Therefore, the reader is cautioned not to rely on these forward-looking statements. Allergan expressly disclaims any intent or obligation to update these forward-looking statements except as required to do so by law.

Additional information concerning the above-referenced risk factors and other risk factors can be found in press releases issued by Allergan, as well as Allergan's public periodic filings with the Securities and Exchange Commission, including the discussion under the heading "Risk Factors" in Allergan's 2008 Form 10-K and Allergan's Forms 10-Q for the quarters ended March 31, 2009 and June 30, 2009. Copies of Allergan's press releases and additional information about Allergan is available at www.allergan.com or you can contact the Allergan Investor Relations Department by calling 714-246-4636.

About Allergan, Inc.

Founded in 1950, Allergan, Inc., with headquarters in Irvine, California, is a multi-specialty health care company that discovers, develops and commercializes innovative pharmaceuticals, biologics and medical devices that enable people to live life to its greatest potential - to see more clearly, move more freely, express themselves more fully. The Company employs more than 8,000 people worldwide and operates state-of-the-art R&D facilities and world-class manufacturing plants. In addition to its discovery-to-development research organization, Allergan has global marketing and sales capabilities with a presence in more than 100 countries.

(R) and (TM) Marks owned by Allergan, Inc.


ALLERGAN, INC.

Condensed Consolidated Statements of Earnings and

Reconciliation of Non-GAAP Adjustments

(Unaudited)

                Three months ended

In millions,
except per      September 30, 2009                  September 30, 2008
share amounts

                GAAP      Non-GAAP        Non-GAAP  GAAP      Non-GAAP        Non-GAAP
                          Adjustments                         Adjustments

Revenues

Product net     $1,127.8  $ --            $1,127.8  $1,081.9  $ --            $1,081.9
sales

Other revenues  13.5      --              13.5      16.3      --              16.3

                1,141.3   --              1,141.3   1,098.2   --              1,098.2

Operating
costs and
expenses

Cost of sales
(excludes
amortization
of              190.2     (3.6)       (a) 186.6     194.7     (4.6)       (n) 190.1
                                      (b)
acquired
intangible
assets)

                                      (b)                                 (n)
Selling,                              (c)                                 (o)
general and     497.5     (27.2)      (d) 470.3     440.4     (6.3)       (p) 434.1
administrative                        (e)                                 (q)
                                      (f)

Research and    176.9     (10.2)      (c) 166.7     186.6     (6.4)       (n) 180.2
development                           (g)                                 (r)

Amortization
of acquired     36.0      (30.5)      (h) 5.5       39.3      (33.8)      (h) 5.5
intangible
assets

Restructuring   4.2       (4.2)       (i) --        (0.2)     0.2         (i) --
charges

Operating       236.5     75.7            312.2     237.4     50.9            288.3
income

Non-operating
income
(expense)

Interest        1.4       --              1.4       6.5       --              6.5
income

Interest        (17.8)    6.0         (j) (11.8)    (20.8)    6.3         (j) (14.5)
expense

Unrealized
(loss) gain on
derivative      (2.7)     2.7         (k) --        7.9       (7.9)       (k) --
instruments,
net

Gain on
investments,    24.6      (24.6)      (l) --        --        --              --
net

Other, net      (9.7)     --              (9.7)     2.0       --              2.0

                (4.2)     (15.9)          (20.1)    (4.4)     (1.6)           (6.0)

Earnings
before income   232.3     59.8            292.1     233.0     49.3            282.3
taxes

Provision for   53.1      23.4        (m) 76.5      67.0      14.3        (s) 81.3
income taxes

Net earnings    179.2     36.4            215.6     166.0     35.0            201.0

Net earnings
attributable
to              0.2       --              0.2       0.6       --              0.6
noncontrolling
interest

Net earnings
attributable    $179.0    $36.4           $215.4    $165.4    $35.0           $200.4
to Allergan,
Inc.

Net earnings
per share
attributable
to Allergan,
Inc.
stockholders:

Basic           $ 0.59                    $ 0.71    $ 0.54                    $ 0.66

Diluted         $ 0.58                    $ 0.70    $ 0.54                    $ 0.65

Weighted
average number
of common

shares
outstanding:

Basic           303.5                     303.5     303.8                     303.8

Diluted         306.0                     306.0     306.3                     306.3

Selected
ratios as a
percentage of
product net
sales

Cost of sales
(excludes
amortization    16.9%                     16.5%     18.0%                     17.6%
of acquired
intangible
assets)

Selling,
general and     44.1%                     41.7%     40.7%                     40.1%
administrative

Research and    15.7%                     14.8%     17.2%                     16.7%
development




     Rollout of retention termination benefits and accelerated depreciation
(a)  costs capitalized in inventory related to the phased closure of the Arklow,
     Ireland breast implant manufacturing facility of $2.8 million

     Samil fair market value inventory adjustment rollout of $0.8 million
(b)  included in cost of sales and transaction related costs of $0.2 million
     included in selling, general and administrative expenses

     Compensation expense from stock option modifications related to the
(c)  restructuring plan announced in February 2009 of $0.7 million, consisting
     of selling, general and administrative expenses of $0.5 million and
     research and development expenses of $0.2 million

(d)  Accelerated depreciation costs related to the 2009 restructuring plan of
     $0.1 million

     External costs of approximately $8.4 million associated with responding to
(e)  the U.S. Department of Justice (DOJ) subpoena announced in a company press
     release on March 3, 2008

(f)  Contribution to Allergan Foundation of $18.0 million

(g)  Upfront payment of $10.0 million for a license and development agreement
     with Pieris AG for technology that has not achieved regulatory approval

(h)  Amortization of acquired intangible assets related to business combinations
     and asset acquisitions

(i)  Net restructuring charges

(j)  Non-cash interest expense associated with amortization of convertible debt
     discount

(k)  Unrealized (loss) gain on the mark-to-market adjustment to derivative
     instruments

(l)  Net gain on sale of investments

(m)  Total tax effect for non-GAAP pre-tax adjustments and other income tax
     adjustments, consisting of the following amounts (in millions):




                                                             Tax effect

Non-GAAP pre-tax adjustments of $59.8 million                $(16.7)

Foreign R&D tax credits received for tax years prior to 2008 (6.7)

                                                             $(23.4)




     One-time termination benefits and rollout of retention termination benefits
     and accelerated depreciation costs capitalized in inventory related to the
(n)  phased closure of the Arklow, Ireland breast implant manufacturing facility
     of $4.8 million, consisting of cost of sales of $4.6 million, selling,
     general and administrative expenses of $0.1 million and research and
     development expenses of $0.1 million

(o)  Integration and transition costs related to the acquisitions of Esprit and
     Corneal of $0.1 million

(p)  External costs of approximately $6.7 million associated with responding to
     DOJ subpoena and ACZONE transaction costs of $0.3 million

     Gain on sale of technology and fixed assets of $0.9 million related to the
(q)  phased closure of the collagen manufacturing facility in Fremont,
     California

(r)  Upfront payment of $6.3 million for in-licensing of Asterand technology
     that has not achieved regulatory approval

(s)  Total tax effect for non-GAAP pre-tax adjustments.



"GAAP" refers to financial information presented in accordance with generally accepted accounting principles in the United States.

This press release includes non-GAAP financial measures, as defined in Regulation G promulgated by the Securities and Exchange Commission, with respect to the three and nine months ended September 30, 2009 and September 30, 2008 and with respect to anticipated results for the fourth quarter and full year of 2009. Allergan believes that its presentation of non-GAAP financial measures provides useful supplementary information to investors regarding its operational performance because it enhances an investor's overall understanding of the financial performance and prospects for the future of Allergan's core business activities by providing a basis for the comparison of results of core business operations between current, past and future periods. The presentation of historical non-GAAP financial measures is not meant to be considered in isolation from or as a substitute for results as reported under GAAP.

In this press release, Allergan reported the non-GAAP financial measures "non-GAAP earnings attributable to Allergan, Inc." and "non-GAAP basic and diluted earnings per share attributable to Allergan, Inc. stockholders" as well as "non-GAAP cost of sales," "non-GAAP selling, general and administrative expenses," "non-GAAP research and development expenses," "non-GAAP amortization of acquired intangible assets," "non-GAAP restructuring charges," "non-GAAP operating income," "non-GAAP interest expense," "non-GAAP unrealized (loss) gain on derivative instruments," "non-GAAP gain on investments, net," "non-GAAP earnings before income taxes" and "non-GAAP provision for income taxes." Allergan uses non-GAAP earnings to enhance the investor's overall understanding of the financial performance and prospects for the future of Allergan's core business activities. Non-GAAP earnings is one of the primary indicators management uses for planning and forecasting in future periods, including trending and analyzing the core operating performance of Allergan's business from period to period without the effect of the non-core business items indicated. Management uses non-GAAP earnings to prepare operating budgets and forecasts and to measure Allergan's performance against those budgets and forecasts on a corporate and segment level. Allergan also uses non-GAAP earnings for evaluating management performance for compensation purposes.

Despite the importance of non-GAAP earnings in analyzing Allergan's underlying business, the budgeting and forecasting process and designing incentive compensation, non-GAAP earnings has no standardized meaning defined by GAAP. Therefore, non-GAAP earnings has limitations as an analytical tool, and should not be considered in isolation, or as a substitute for analysis of Allergan's results as reported under GAAP. Some of these limitations are:

    --  it does not reflect cash expenditures, or future requirements, for
        expenditures relating to restructurings, and certain acquisitions,
        including severance and facility transition costs associated with
        acquisitions;
    --  it does not reflect gains or losses on the disposition of assets
        associated with restructuring and business exit activities;
    --  it does not reflect the tax benefit or tax expense associated with the
        items indicated;
    --  it does not reflect the impact on earnings of charges resulting from
        certain matters Allergan considers not to be indicative of its on-going
        operations; and
    --  other companies in Allergan's industry may calculate non-GAAP earnings
        differently than it does, which may limit its usefulness as a
        comparative measure.

Allergan compensates for these limitations by using non-GAAP earnings only to supplement net earnings on a basis prepared in conformance with GAAP in order to provide a more complete understanding of the factors and trends affecting its business. Allergan strongly encourages investors to consider both net earnings and cash flows determined under GAAP as compared to non-GAAP earnings, and to perform their own analysis, as appropriate.

Allergan uses the financial measures non-GAAP basic and diluted earnings per share attributable to Allergan, Inc. stockholders and non-GAAP earnings attributable to Allergan, Inc. and its subcomponents non-GAAP cost of sales, non-GAAP selling, general and administrative expenses, non-GAAP research and development expenses, non-GAAP amortization of acquired intangible assets, and non-GAAP provision for income taxes, for its full year 2009 guidance to provide a more complete understanding of the cost components affecting its business. Allergan includes these financial measures in the determination of non-GAAP earnings to evaluate its management's performance for compensation purposes and to assist in comparing certain of its costs to its competitors' costs. These non-GAAP cost measures do not take into account the non-core business items removed in its calculations of non-GAAP earnings and non-GAAP basic and diluted earnings per share and, therefore, are subject to the same limitations discussed above. Allergan strongly encourages investors to consider both cost of sales, selling, general and administrative expenses, research and development expenses, amortization of acquired intangible assets and provision for income taxes determined under GAAP as compared to the non-GAAP amounts included in this press release.

In this press release, Allergan also reported sales performance using the non-GAAP financial measure of constant currency sales. Constant currency sales represent current period reported sales adjusted for the translation effect of changes in average foreign exchange rates between the current period and the corresponding period in the prior year. Allergan calculates the currency effect by comparing adjusted current period reported amounts, calculated using the monthly average foreign exchange rates for the corresponding period in the prior year, to the actual current period reported amounts. Management refers to growth rates at constant currency so that sales results can be viewed without the impact of changing foreign currency exchange rates, thereby facilitating period-to-period comparisons of Allergan's sales. Generally, when the dollar either strengthens or weakens against other currencies, the growth at constant currency rates will be higher or lower, respectively, than growth reported at actual exchange rates.

Reporting sales performance using constant currency sales has the limitation of excluding currency effects from the comparison of sales results over various periods, even though the effect of changing foreign currency exchange rates has an actual effect on Allergan's operating results. Investors should consider these effects in their overall analysis of Allergan's operating results.


ALLERGAN, INC.

Condensed Consolidated Statements of Earnings and

Reconciliation of Non-GAAP Adjustments

(Unaudited)

               Nine months ended

In millions,
except per     September 30, 2009                  September 30, 2008
share amounts

               GAAP      Non-GAAP        Non-GAAP  GAAP      Non-GAAP        Non-GAAP
                         Adjustments                         Adjustments

Revenues

Product net    $3,241.1  $ --            $3,241.1  $3,298.7  $ --            $3,298.7
sales

Other revenues 38.2      --              38.2      48.1      --              48.1

               3,279.3   --              3,279.3   3,346.8   --              3,346.8

Operating
costs and
expenses

Cost of sales
(excludes
amortization                         (a)                                 (p)
of             566.3     (20.2)      (c) 546.1     574.4     (16.5)      (q) 557.9
                                     (e)                                 (r)
acquired
intangible
assets)

                                     (a)
Selling,                             (b)                                 (q)
general and    1,423.9   (97.2)      (d) 1,326.7   1,429.5   (18.1)      (r) 1,411.4
administrative                       (e)                                 (s)
                                     (f)                                 (t)
                                     (g)

Research and                         (a)                                 (q)
development    520.6     (30.9)      (c) 489.7     582.9     (20.5)      (u) 562.4
                                     (h)                                 (v)

Amortization
of acquired    110.1     (93.7)      (i) 16.4      110.0     (94.2)      (i) 15.8
intangible
assets

Restructuring  47.3      (47.3)      (j) --        37.6      (37.6)      (j) --
charges

Operating      611.1     289.3           900.4     612.4     186.9           799.3
income

Non-operating
income
(expense)

Interest       5.6       --              5.6       28.0      --              28.0
income

Interest       (55.7)    18.4        (k) (37.3)    (63.3)    18.6        (k) (44.7)
expense

Unrealized
(loss) gain on
derivative     (17.2)    17.2        (l) --        4.4       (4.4)       (l) --
instruments,
net

Gain on
investments,   24.6      (24.6)      (m) --        --        --              --
net

Other, net     (15.7)    5.3         (n) (10.4)    (9.1)     --              (9.1)

               (58.4)    16.3            (42.1)    (40.0)    14.2            (25.8)

Earnings
before income  552.7     305.6           858.3     572.4     201.1           773.5
taxes

Provision for  151.7     93.7        (o) 245.4     154.7     60.9        (w) 215.6
income taxes

Net earnings   401.0     211.9           612.9     417.7     140.2           557.9

Net earnings
attributable
to             1.2       --              1.2       1.2       --              1.2
noncontrolling
interest

Net earnings
attributable   $399.8    $211.9          $611.7    $416.5    $140.2          $556.7
to Allergan,
Inc.

Net earnings
per share
attributable
to Allergan,
Inc.
stockholders:

Basic          $ 1.32                    $ 2.01    $ 1.37                    $ 1.83

Diluted        $ 1.31                    $ 2.00    $ 1.36                    $ 1.81

Weighted
average number
of common

shares
outstanding:

Basic          303.7                     303.7     304.4                     304.4

Diluted        305.4                     305.4     307.2                     307.2

Selected
ratios as a
percentage of
product net
sales

Cost of sales
(excludes
amortization   17.5%                     16.8%     17.4%                     16.9%
of acquired
intangible
assets)

Selling,
general and    43.9%                     40.9%     43.3%                     42.8%
administrative

Research and   16.1%                     15.1%     17.7%                     17.0%
development




     Compensation expense from stock option modifications related to the
     restructuring plan announced in February 2009 of $78.3 million, consisting
(a)  of cost of sales of $5.0 million, selling, general and administrative
     expenses of $52.5 million and research and development expenses of $20.8
     million

(b)  Asset impairments and accelerated depreciation costs related to the 2009
     restructuring plan of $2.3 million

     Rollout of retention termination benefits and accelerated depreciation
     costs capitalized in inventory of $14.4 million included in cost of sales
(c)  and one-time termination benefits of $0.1 million included in research and
     development expenses related to the phased closure of the Arklow, Ireland
     breast implant manufacturing facility

(d)  External costs of approximately $23.6 million associated with responding to
     DOJ subpoena

     Samil fair market value inventory adjustment rollout of $0.8 million
(e)  included in cost of sales and transaction related costs of $0.4 million
     included in selling, general and administrative expenses

(f)  Integration and transition costs related to the acquisition of Corneal of
     $0.4 million

(g)  Contribution to Allergan Foundation of $18.0 million

(h)  Upfront payment of $10.0 million for a license and development agreement
     with Pieris AG for technology that has not achieved regulatory approval

(i)  Amortization of acquired intangible assets related to business combinations
     and asset acquisitions

(j)  Net restructuring charges

(k)  Non-cash interest expense associated with amortization of convertible debt
     discount

(l)  Unrealized (loss) gain on the mark-to-market adjustment to derivative
     instruments

(m)  Net gain on sale of investments

(n)  Loss on extinguishment of convertible debt

(o)  Total tax effect for non-GAAP pre-tax adjustments and other income tax
     adjustments, consisting of the following amounts (in millions):




                                                                     Tax effect

Non-GAAP pre-tax adjustments of $305.6 million                       $(96.3)

Change in estimated taxes related to pre-acquisition periods
associated with business combinations and uncertain tax positions    2.6
included in prior year filings, and foreign R&D tax credits received
for tax years prior to 2008

                                                                     $(93.7)




(p)  Esprit fair market value inventory rollout adjustment of $11.7 million

     One-time termination benefits, asset impairments and rollout of retention
     termination benefits and accelerated depreciation costs capitalized in
(q)  inventory related to the phased closure of the Arklow, Ireland breast
     implant manufacturing facility of $5.8 million, consisting of cost of sales
     of $4.7 million, selling, general and administrative expenses of $0.8
     million and research and development expenses of $0.3 million

     Integration and transition costs related to the acquisitions of Esprit and
(r)  Corneal, consisting of cost of sales of $0.1 million and selling, general
     and administrative expenses of $1.9 million

(s)  External costs of approximately $15.7 million associated with responding to
     DOJ subpoena and ACZONE transaction costs of $0.6 million

     Gain on sale of technology and fixed assets of $0.9 million related to the
(t)  phased closure of the collagen manufacturing facility in Fremont,
     California

(u)  Upfront payment of $13.9 million for in-licensing of Canadian Sanctura
     product rights that have not achieved regulatory approval

(v)  Upfront payment of $6.3 million for in-licensing of Asterand technology
     that has not achieved regulatory approval

(w)  Total tax effect for non-GAAP pre-tax adjustments and other income tax
     adjustments, consisting of the following amounts (in millions):




                                                            Tax effect

Non-GAAP pre-tax adjustments of $201.1 million              $(58.5)

US state and federal deferred tax benefit from legal entity (2.4)
integration of Esprit and Inamed

                                                            $(60.9)




ALLERGAN, INC.

Condensed Consolidated Balance Sheets

(Unaudited)

                                        September 30,  December 31,
in millions
                                        2009           2008

Assets

Cash and equivalents                    $1,698.6       $1,110.4

Trade receivables, net                  574.8          538.4

Inventories                             229.5          262.5

Other current assets                    318.3          359.3

Total current assets                    2,821.2        2,270.6

Property, plant and equipment, net      785.2          775.4

Intangible assets, net                  1,391.7        1,491.9

Goodwill                                2,000.1        1,981.8

Other noncurrent assets                 264.8          272.1

Total assets                            $7,263.0       $6,791.8

Liabilities and equity

Notes payable                           $ 16.3         $ 4.4

Accounts payable                        229.6          173.9

Accrued expenses and income taxes       510.5          518.7

Total current liabilities               756.4          697.0

Long-term debt                          1,492.8        1,570.5

Other liabilities                       446.6          471.8

Equity:

Allergan, Inc. stockholders' equity     4,546.9        4,050.7

Noncontrolling interest                 20.3           1.8

Total equity                            4,567.2        4,052.5

Total liabilities and equity            $7,263.0       $6,791.8

DSO                                     47             47

DOH                                     110            128

Cash and equivalents                    $1,698.6       $1,110.4

Total notes payable and long-term debt  (1,509.1)      (1,574.9)

Cash, net of debt                       $ 189.5        $ (464.5)

Debt-to-capital percentage              24.8%          28.0%




ALLERGAN, INC.

Reconciliation of Non-GAAP Earnings and Diluted Earnings Per
Share Attributable to Allergan, Inc. Stockholders

(Unaudited)

In millions, except per share amounts    Three months ended

                                          September 30, 2009  September 30, 2008

Net earnings attributable to Allergan,    $ 179.0             $ 165.4
Inc.

Non-GAAP pre-tax adjustments:

Net restructuring charges                   4.2                 (0.2  )

Amortization of acquired intangible         30.5                33.8
assets

External costs associated with              8.4                 6.7
responding to DOJ subpoena

Upfront payment for in-licensing of
Asterand technology that has not

achieved regulatory approval                --                  6.3

ACZONE transaction costs                    --                  0.3

Corneal integration and transition costs    --                  0.2

Esprit integration and transition costs     --                  (0.1  )

Arklow rollout of retention termination
benefits and accelerated

depreciation costs capitalized in
inventory and other one-time

termination benefits                        2.8                 4.8

Non-cash interest expense associated
with amortization of convertible

debt discount                               6.0                 6.3

Gain on sale of technology and fixed
assets related to the phased

closure of the collagen manufacturing       --                  (0.9  )
facility in Fremont, California

Samil fair market value inventory
adjustment rollout and transaction

related costs                               1.0                 --

Net gain on sale of investments             (24.6 )             --

Contribution to Allergan Foundation         18.0                --

Upfront payment for a license and
development agreement with Pieris

AG for technology that has not achieved     10.0                --
regulatory approval

Compensation expense from stock option
modifications related to the

2009 restructuring plan                     0.7                 --

Accelerated depreciation costs related      0.1                 --
to the 2009 restructuring plan

Unrealized loss (gain) on derivative        2.7                 (7.9  )
instruments

                                            238.8               214.7

Tax effect for above items                  (16.7 )             (14.3 )

Foreign R&D tax credits received for tax    (6.7  )             --
years prior to 2008

Non-GAAP earnings attributable to         $ 215.4             $ 200.4
Allergan, Inc.

Weighted average number of shares issued    303.5               303.8

Net shares assumed issued using the
treasury stock method for

options and non-vested equity shares and
share units outstanding

during each period based on average         2.5                 2.5
market price

                                            306.0               306.3

Diluted earnings per share attributable   $ 0.58              $ 0.54
to Allergan, Inc. stockholders

Non-GAAP earnings per share adjustments:

Net restructuring charges                   0.01                --

Amortization of acquired intangible         0.06                0.07
assets

External costs associated with              0.02                0.01
responding to DOJ subpoena

Upfront payment for in-licensing of
Asterand technology that has not

achieved regulatory approval                --                  0.02

Arklow rollout of retention termination
benefits and accelerated

depreciation costs capitalized in
inventory and other one-time

termination benefits                        0.01                0.02

Non-cash interest expense associated
with amortization of convertible

debt discount                               0.01                0.01

Net gain on sale of investments             (0.05 )             --

Contribution to Allergan Foundation         0.04                --

Upfront payment for a license and
development agreement with Pieris

AG for technology that has not achieved     0.03                --
regulatory approval

Compensation expense from stock option
modifications related to the

2009 restructuring plan                     --                  --

Unrealized loss (gain) on derivative        0.01                (0.02 )
instruments

Foreign R&D tax credits received for tax    (0.02 )             --
years prior to 2008

Non-GAAP diluted earnings per share
attributable to Allergan, Inc.

stockholders                              $ 0.70              $ 0.65

Year over year change                     7.7%




ALLERGAN, INC.

Reconciliation of Non-GAAP Earnings and Diluted Earnings Per

Share Attributable to Allergan, Inc. Stockholders

(Unaudited)

In millions, except per share amounts    Nine months ended

                                          September 30, 2009  September 30, 2008

Net earnings attributable to Allergan,    $ 399.8             $ 416.5
Inc.

Non-GAAP pre-tax adjustments:

Net restructuring charges                   47.3                37.6

Amortization of acquired intangible         93.7                94.2
assets

External costs associated with              23.6                15.7
responding to DOJ subpoena

Upfront payment for in-licensing of
Canadian Sanctura

products rights that have not achieved
regulatory

approval                                    --                  13.9

Upfront payment for in-licensing of
Asterand

technology that has not achieved            --                  6.3
regulatory approval

ACZONE transaction costs                    --                  0.6

Corneal integration and transition costs    0.4                 1.3

Esprit integration and transition costs     --                  0.7

Esprit fair market value inventory          --                  11.7
adjustment rollout

Arklow rollout of retention termination
benefits and

accelerated depreciation costs
capitalized in

inventory, and other one-time
termination benefits

and asset impairments                       14.5                5.8

Non-cash interest expense associated
with

amortization of convertible debt            18.4                18.6
discount

Gain on sale of technology and fixed
assets related

to the phased closure of the collagen
manufacturing

facility in Fremont, California             --                  (0.9  )

Loss on extinguishment of convertible       5.3                 --
debt

Net gain on sale of investments             (24.6 )             --

Contribution to Allergan Foundation         18.0                --

Upfront payment for a license and
development

agreement with Pieris AG for technology
that has not

achieved regulatory approval                10.0                --

Samil fair market value inventory
adjustment rollout

and transaction related costs               1.2                 --

Compensation expense from stock option
modifications

related to the 2009 restructuring plan      78.3                --

Asset impairments and accelerated
depreciation costs

related to the 2009 restructuring plan      2.3                 --

Unrealized loss (gain) on derivative        17.2                (4.4  )
instruments

                                            705.4               617.6

Tax effect for above items                  (96.3 )             (58.5 )

Change in estimated taxes related to
pre-acquisition periods associated

with business combinations and uncertain
tax positions included in

prior year filings, and foreign R&D tax
credits received for tax years

prior to 2008                               2.6                 --

US state and federal deferred tax
benefit from legal entity integration of

Esprit and Inamed                           --                  (2.4  )

Non-GAAP earnings attributable to         $ 611.7             $ 556.7
Allergan, Inc.

Weighted average number of shares issued    303.7               304.4

Net shares assumed issued using the
treasury stock method for

options and non-vested equity shares and
share units outstanding

during each period based on average         1.7                 2.8
market price

                                            305.4               307.2

Diluted earnings per share attributable   $ 1.31              $ 1.36
to Allergan, Inc. stockholders

Non-GAAP earnings per share adjustments:

Net restructuring charges                   0.12                0.11

Amortization of acquired intangible         0.20                0.20
assets

External costs associated with              0.05                0.03
responding to DOJ subpoena

Upfront payment for in-licensing of
Canadian Sanctura products

rights that have not achieved regulatory    --                  0.03
approval

Upfront payment for in-licensing of
Asterand technology that

has not achieved regulatory approval        --                  0.02

Esprit fair market value inventory          --                  0.03
adjustment rollout

Arklow rollout of retention termination
benefits and

accelerated depreciation costs
capitalized in inventory, and

other one-time termination benefits and     0.04                0.02
asset impairments

Non-cash interest expense associated
with amortization of

convertible debt discount                   0.04                0.03

Loss on extinguishment of convertible       0.01                --
debt

Net gain on sale of investments             (0.05 )             --

Contribution to Allergan Foundation         0.04                --

Upfront payment for a license and
development agreement with

Pieris AG for technology that has not
achieved regulatory

approval                                    0.03                --

Compensation expense from stock option
modifications related

to the 2009 restructuring plan              0.17                --

Unrealized loss (gain) on derivative        0.03                (0.01 )
instruments

Change in estimated taxes related to
pre-acquisition periods

associated with business combinations
and uncertain tax

positions included in prior year
filings, and foreign R&D tax

credits received for tax years prior to     0.01                --
2008.

US state and federal deferred tax
benefit from legal entity

integration of Esprit and Inamed            --                  (0.01 )

Non-GAAP diluted earnings per share
attributable to Allergan, Inc.            $ 2.00              $ 1.81
stockholders

Year over year change                     10.5%




ALLERGAN, INC.

Supplemental Non-GAAP Information

(Unaudited)

                      Three months ended

                      September   September   $ change in net sales           Percent change in net sales
                      30,         30,

                      2009        2008        Total    Performance  Currency  Total     Performance  Currency

in millions

Eye Care              $ 535.1     $ 510.4     $        $            $     )   4.8   %   8.0   %      (3.2 )%
Pharmaceuticals                               24.7     41.0         (16.3

Botox/Neuromodulator  327.8       318.4       9.4      18.4         (9.0  )   3.0   %   5.8   %      (2.8 )%

Skin Care             62.9        26.7        36.2     36.3         (0.1  )   135.6 %   136.0 %      (0.4 )%

Urologics             14.8        17.0        (2.2  )  (2.2  )      --        (12.9 )%  (12.9 )%     --

Total Specialty       940.6       872.5       68.1     93.5         (25.4 )   7.8   %   10.7  %      (2.9 )%
Pharmaceuticals

Breast Aesthetics     69.0        72.1        (3.1  )  (1.3  )      (1.8  )   (4.3  )%  (1.8  )%     (2.5 )%

Obesity Intervention  64.5        79.0        (14.5 )  (13.2 )      (1.3  )   (18.4 )%  (16.7 )%     (1.7 )%

Facial Aesthetics     53.7        58.3        (4.6  )  (2.9  )      (1.7  )   (7.9  )%  (5.0  )%     (2.9 )%

Total Medical         187.2       209.4       (22.2 )  (17.4 )      (4.8  )   (10.6 )%  (8.3  )%     (2.3 )%
Devices

Product net sales     $1,127.8    $1,081.9    $        $            $     )   4.2   %   7.0   %      (2.8 )%
                                              45.9     76.1         (30.2

Alphagan P,                                   $                     $
Alphagan, and         $ 104.9     $ 107.1     (2.2  )  $ 0.7        (2.9  )   (2.0  )%  0.7   %      (2.7 )%
Combigan

Lumigan Franchise     115.5       107.8       7.7      12.3         (4.6  )   7.2   %   11.4  %      (4.2 )%

Other Glaucoma        2.8         3.7         (0.9  )  (0.8  )      (0.1  )   (26.0 )%  (20.5 )%     (5.5 )%

Restasis              128.5       107.1       21.4     21.7         (0.3  )   19.9  %   20.2  %      (0.3 )%

Sanctura Franchise    14.7        17.0        (2.3  )  (2.3  )      --        (13.0 )%  (13.0 )%     --

Latisse               22.3        --          22.3     22.3         --        --        --           --

Domestic              64.9     %  64.1     %

International         35.1     %  35.9     %




ALLERGAN, INC.

Supplemental Non-GAAP Information

(Unaudited)

                      Nine months ended

                      September   September   $ change in net sales           Percent change in net sales
                      30,         30,

                      2009        2008        Total    Performance  Currency  Total     Performance  Currency

in millions

Eye Care              $1,534.7    $1,542.2    $     )  $            $      )  (0.5  )%  4.4   %      (4.9 )%
Pharmaceuticals                               (7.5     67.9         (75.4

Botox/Neuromodulator  961.9       981.7       (19.8 )  30.1         (49.9  )  (2.0  )%  3.1   %      (5.1 )%

Skin Care             143.5       81.0        62.5     63.0         (0.5   )  77.2  %   77.8  %      (0.6 )%

Urologics             48.6        51.6        (3.0  )  (3.0  )      --        (5.8  )%  (5.8  )%     --

Total Specialty       2,688.7     2,656.5     32.2     158.0        (125.8 )  1.2   %   5.9   %      (4.7 )%
Pharmaceuticals

Breast Aesthetics     209.7       239.1       (29.4 )  (19.0 )      (10.4  )  (12.3 )%  (7.9  )%     (4.4 )%

Obesity Intervention  190.6       227.5       (36.9 )  (28.6 )      (8.3   )  (16.2 )%  (12.6 )%     (3.6 )%

Facial Aesthetics     152.1       175.6       (23.5 )  (13.0 )      (10.5  )  (13.4 )%  (7.4  )%     (6.0 )%

Total Medical         552.4       642.2       (89.8 )  (60.6 )      (29.2  )  (14.0 )%  (9.4  )%     (4.6 )%
Devices

Product net sales     $3,241.1    $3,298.7    $     )  $            $      )  (1.7  )%  3.0   %      (4.7 )%
                                              (57.6    97.4         (155.0

Alphagan P,                                            $            $
Alphagan, and         $311.8      $ 307.4     $ 4.4    18.9         (14.5  )  1.4   %   6.1   %      (4.7 )%
Combigan

Lumigan Franchise     333.9       327.8       6.1      28.5         (22.4  )  1.9   %   8.7   %      (6.8 )%

Other Glaucoma        8.9         11.9        (3.0  )  (1.9  )      (1.1   )  (25.4 )%  (15.9 )%     (9.5 )%

Restasis              359.6       327.3       32.3     32.9         (0.6   )  9.8   %   10.0  %      (0.2 )%

Sanctura Franchise    48.6        51.2        (2.6  )  (2.6  )      --        (5.1  )%  (5.1  )%     --

Latisse               47.7        --          47.7     47.7         --        --        --           --

Domestic              65.8     %  63.8     %

International         34.2     %  36.2     %




ALLERGAN, INC.

Reconciliation of GAAP Diluted Earnings Per Share Guidance

To Non-GAAP Diluted Earnings Per Share Guidance

(Unaudited)

                                                           Fourth Quarter 2009

                                                           Low        High

GAAP diluted earnings per share attributable to Allergan,  $ 0.68     $ 0.70
Inc. stockholders guidance (a)

Amortization of acquired intangible assets                   0.06       0.06

Non-cash interest expense associated with amortization of    0.01       0.01
convertible debt discount

Non-GAAP diluted earnings per share guidance               $ 0.75     $ 0.77

                                                           Full Year 2009

                                                           Low        High

GAAP diluted earnings per share attributable to Allergan,  $ 1.98     $ 2.00
Inc. stockholders guidance (a)

Net restructuring charges                                    0.12       0.12

External costs associated with responding to DOJ subpoena    0.05       0.05

Arklow rollout of termination benefits and accelerated
depreciation costs capitalized in inventory and other        0.04       0.04
one-time termination benefits

Loss on extinguishment of convertible debt                   0.01       0.01

Unrealized loss on derivative instruments                    0.03       0.03

Compensation expense from stock option modifications         0.17       0.17
related to the 2009 restructuring plan

Amortization of acquired intangible assets                   0.27       0.27

Non-cash interest expense associated with amortization of    0.05       0.05
convertible debt discount

Net gain on sale of investments                              (0.05 )    (0.05 )

Contribution to Allergan Foundation                          0.04       0.04

Upfront payment for a license and development agreement
with Pieris AG for technology that has not achieved          0.03       0.03
regulatory approval

Change in estimated taxes related to pre-acquisition
periods associated with business combinations and            0.01       0.01
uncertain tax positions included in prior year filings,
and foreign R&D tax credits for tax years prior to 2008

Non-GAAP diluted earnings per share guidance               $ 2.75     $ 2.77




     GAAP diluted earnings per share guidance excludes any potential impact of
     future unrealized gains or losses on derivative instruments, restructuring
     charges (including, without limitation, the impact of the phased closure of
(a)  the Arklow, Ireland facility and the 2009 restructuring plan), external
     costs associated with responding to the DOJ subpoena, Samil transaction
     related costs and compensation expense from stock option modifications
     related to the 2009 restructuring plan that may occur but that are not
     currently known or determinable.




    Source: Allergan, Inc.


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