Johnson & Johnson to Acquire Merck & Co., Inc.'s Interest in European Consumer Pharmaceuticals Joint Venture NEW BRUNSWICK, N.J. and WHITEHOUSE STATION, N.J., Feb. 27 /PRNewswire- FirstCall/ -- Johnson & Johnson and Merck & Co., Inc. announced that they have signed a definitive agreement for Johnson & Johnson to buy Merck's 50 percent equity stake in their European non-prescription pharmaceuticals joint venture known as Johnson & Johnson * MSD Europe. Financial terms were not disclosed. Once completed, the acquisition will give Johnson & Johnson 100 percent ownership of the European joint venture business. Johnson & Johnson * Merck Consumer Pharmaceuticals Co., a 50/50 joint venture between Johnson & Johnson and Merck that operates in the U.S.and Canada, is unaffected by this transaction. The new entity will build upon the success of the European joint venture by continuing to grow the current Merck over-the-counter (OTC) switch products marketed by the joint venture and expanding operations to other European countries. As part of this continuing relationship, the companies anticipate the launch of an OTC version of Merck's prescription cholesterol-lowering drug ZOCOR(R) (simvastatin) in the United Kingdom in mid-2004, pending regulatory approval. "Through this acquisition, we will be able to establish a single, pan-European consumer pharmaceutical company that will be well-positioned to benefit from the changing European market for non-prescription pharmaceuticals," said Brian Perkins, Worldwide Chairman, Consumer Pharmaceutical and Nutritionals, Johnson & Johnson. "This represents an evolution of our successful partnership with Merck in Europe, which since its inception in 1991 has become one of the region's leading non-prescription companies." "A strategic review of the European business by both partners highlighted the opportunity for Johnson & Johnson to enhance its position in Europe, while providing Merck with the full and fair value for its share in our European non-prescription pharmaceuticals joint venture," said Judy C. Lewent, executive vice president, chief financial officer and president, Human Health-Asia at Merck. "In addition to the upfront consideration, as Johnson & Johnson leverages and expands the OTC business into other European countries, Merck will continue to benefit through royalties on certain products. Merck has also regained the rights to potential future Rx-to-OTC switch products in Europe." Johnson & Johnson * MSD Europe -- which includes Laboratoires Martin- Johnson & Johnson-MSD SAS in France, Woelm Pharma GmbH & Co. in Germany, Centra Medicamenta Srl. in Italy, Abello Farmacia S. L. in Spain, and Johnson & Johnson * MSD Consumer Pharmaceuticals in the U.K. -- will become a wholly owned subsidiary of Johnson & Johnson upon completion of the acquisition. The transaction is subject to a competition review by the European Commission and other customary closing conditions. About Johnson & Johnson Johnson & Johnson, with approximately 110,600 employees, is the world's most comprehensive and broadly based manufacturer of health care products, as well as a provider of related services, for the consumer, pharmaceutical and medical devices and diagnostics markets. Johnson & Johnson has more than 200 operating companies in 54 countries around the world, selling products in more than 175 countries. About Merck Merck & Co., Inc. is a global research-driven pharmaceutical products company. Merck discovers, develops, manufactures and markets a broad range of innovative products to improve human and animal health, directly and through its joint ventures. Forward-Looking Statements Johnson & Johnson Forward-Looking Statement: (This press release contains "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations of future events. If underlying assumptions prove inaccurate or unknown risks or uncertainties materialize, actual results could vary materially from Johnson & Johnson's expectations and projections. Risks and uncertainties include general industry conditions and competition; economic conditions, such as interest rate and currency exchange rate fluctuations; technological advances andpatents attained by competitors; challenges inherent in new product development, including obtaining regulatory approvals; domestic and foreign health care reforms and governmental laws and regulations; and trends toward health care cost containment. A further list and description of these risks, uncertainties and other factors can be found in Exhibit 99(b) of Johnson & Johnson's Annual Report on Form 10-K for the fiscal year ended December 29, 2002. Copies of this Form 10-K are available online athttp://www.sec.gov/ or on request from Johnson & Johnson. Johnson & Johnson assumes no obligation to update any forward-looking statements as a result of new information or future events or developments.) Merck & Co., Inc. Forward-Looking Statement: (This press release contains "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties, which may cause results to differ materially from those set forth in the statements. The forward-looking statements include statements regarding product development. No forward- looking statement can be guaranteed, and actual results may differ materially from those projected. Merck undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise. Forward-looking statements in this press release should be evaluated together with the many uncertainties that affect Merck's business, particularly those mentioned in the cautionary statements in Item 1 of Merck's Form 10-K for the year ended Dec. 31, 2002, and in its periodic reports on Form 10-Q and Form 8-K (if any) which we incorporate by reference. Copies of these forms are available on request to Merck's Office of Stockholder Services.) DATASOURCE: Johnson & Johnson; Merck & Co., Inc. CONTACT: Press, Jeffrey J. Leebaw, +1-732-524-3350, or Home, +1-732-821-6007, Marc Monseau, +1-732-524-1130, or home, +1-609-924-7207, or Investor, Helen E. Short, +1-732-524-6491, Stan Panasewicz, +1-732-524-2524, all of Johnson & Johnson; Press, Janet Skidmore, +1-908-423-3046, Tony Plohoros, +1-908-423-3644, or Investor, Mark Stejbach, +1-908-423-5185, Graeme Bell, +1-908-423-4465,all of Merck Web site: http://www.jnj.com/ Company News On-Call: http://www.prnewswire.com/comp/467347.html

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