PharMerica Corporation (NYSE:PMC), a national provider of institutional pharmacy and hospital pharmacy management services, announced that its Board of Directors, after careful consideration with its independent financial and outside legal advisors, voted unanimously to reject the unsolicited tender offer made by Omnicare (NYSE:OCR) to acquire PharMerica for $15.00 per share in cash. The Board determined that the offer undervalues PharMerica and is not in the best interests of PharMerica's stockholders. In addition to undervaluing PharMerica and its future prospects, the Board believes the offer is illusory because it is subject to significant regulatory and other uncertainty. The Board unanimously recommends that PharMerica stockholders reject Omnicare's offer and not tender their shares to Omnicare.

The Board noted that the value offered by Omnicare is unchanged from the unsolicited proposal it first made privately on July 19, 2011 and subsequently made public on August 23, 2011.

“The PharMerica Board of Directors is unanimous in its well-informed belief that Omnicare’s offer is lacking in both price and certainty of closing,” said Gregory S. Weishar, PharMerica Chief Executive Officer. “The PharMerica Board believes that the continued pursuit of our strategic plan will yield greater value for PharMerica stockholders than the Omnicare offer. Omnicare also remains stubbornly unwilling to provide any assurance to PharMerica stockholders that it will be in a position to complete a transaction in a timely manner at any price -- and despite its professed confidence in attaining regulatory approval refuses to take on the contractual risk of closing. The PharMerica Board strongly urges stockholders to reject Omnicare’s deficient offer and not to tender their shares to Omnicare.”

PharMerica Corporation is a leading institutional pharmacy services company servicing healthcare facilities in the United States. PharMerica operates institutional pharmacies in 44 states. PharMerica’s customers are institutional healthcare providers, such as nursing centers, assisted living facilities, hospitals and other long-term care providers. The Company also provides pharmacy management services to long-term care hospitals.

More about PMC at www.pharmerica.com

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