Elan Corporation, plc (ELN) (Elan or the Company) today announced
that its Board of Directors, after careful review and consideration and
with the assistance of its executive management team as well as outside
financial and legal advisors, has rejected the revised bid from
privately held investment firm Royalty Pharma, through its subsidiary
Echo Pharma Acquisition Limited (Royalty Pharma), to acquire all of the
shares of Elan for $13.00 plus up to an additional $2.50 per share in
contingent value rights (CVR). The value gap between the underlying
value of Elan plc and the totality of its business platform and the
Royalty Pharma/Echo bid remains significant and the $13.00 cash and
$2.50 CVR structure continues to be wholly inadequate for Elan
shareholders. The circumstances under which the CVR payments would be
triggered would result in the higher end of the value range for TYSABRI
as detailed by Elan on May 29, 2013.

The Elan Board and executive management remain unanimous in recommending
the four previously announced transactions that will be voted on during
the upcoming Extraordinary General Meeting (EGM) to be held on June 17,
2013. These transactions, (Theravance royalty participation, addition of
AOP Orphan business, divestment of ELND005 asset to Speranza
Therapeutics and $200mm share repurchase) would simultaneously improve
the PL, diversify the business and allow Elan to gain exposure to
mid-to-late stage pipeline.

In addition to the above activity, the Board of Directors of Elan, in
response to several unsolicited corporate enquiries, has instructed its
advisors to assess any and all strategic interests in the Company that
reflect the intrinsic value of the totality of Elan’s business platform.
Both the Board and executive management are aligned in exploring all
opportunities that maximize the full value of the company for its
shareholders. As stated on May 29, 2013 by Mr. Robert A. Ingram,
Chairman of the Board, any credible proposal – in terms of full and fair
value – will be considered by the Company. Citigroup will take the lead
coordinating these discussions. There can be no assurances that this
process will lead to the consummation of a sale transaction.

Elan shareholders are strongly advised to take no action in relation to
the Royalty Pharma (Echo) offer. Further, the Elan Board strongly
endorses and recommends that the Elan shareholders vote in favor of the
four transactions (Theravance, AOP, D0005/Speranza, and $200 million
share repurchase) being voted on at its EGM on June 17, 2013.

Elan’s financial advisors are Citigroup, Davy Corporate Finance, Morgan
Stanley and Ondra Partners. Its legal advisors are AL Goodbody and
Cadwalader, Wickersham Taft LLP.

EGM Voting Deadlines

Shareholders are reminded that, in order to vote at Elan’s June 17, 2013
EGM, they are required to complete and return the Form of Proxy
previously circulated whether or not they intend to be present at the

Ordinary Shares:

To be valid, Forms of Proxy should be completed and signed in accordance
with the instructions printed thereon and returned by post or by hand so
as to reach the Registrars, Computershare Investor Services (Ireland)
Limited, Heron House, Corrig Road, Sandyford Industrial Estate, Dublin
18, Ireland, as soon as possible and, in any event, by no
later than 10.00 a.m. (Irish time) on June 15, 2013
. Return of a
Form of Proxy will not preclude a holder of Ordinary Shares from
attending and voting at the EGM in person.

American Depository Shares (ADSs):

Holders of ADSs wishing to appoint a proxy should complete and sign the
Form of Proxy and return it to the Company’s ADS Depositary, Citibank
N.A., P.O. Box 43099, Providence, Rhode Island 02940-5000, United
States, as soon as possible, but in any event so as to be received no
later than 3.00 p.m. (New York time) on June 13, 2013
. Holders of
ADSs through a custodian, broker or other agent should refer to the
instructions provided by such agent regarding voting procedures.

About Elan

Elan is a biotechnology company, headquartered in Ireland, committed to
making a difference in the lives of patients and their families by
dedicating itself to bringing innovations in science to fill significant
unmet medical needs that continue to exist around the world. For
additional information about Elan, please visit http://www.elan.com.

The Directors of Elan accept responsibility for the information
contained in this announcement. To the best of their knowledge and
belief (having 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

Any holder of 1% or more of any class of relevant securities of Elan
or of Royalty Pharma may have disclosure obligations under Rule 8.3 of
the Irish Takeover Panel Act, 1997, Takeover Rules 2007 (as amended).

Forward Looking Statements

This press release contains forward-looking statements that involve
substantial risks and uncertainties. You can identify these statements
by the fact that they use words such as “anticipate”, “estimate”,
“project”, “target”, “intend”, “plan”, “will”, “believe”, “expect” and
other words and terms of similar meaning in connection with any
discussion of future financial performance or events. Among the factors
that could cause actual results to differ materially from those
described or projected herein are the following: risks related to delays
or difficulties encountered in obtaining, or the failure to obtain, the
approval of Elan’s shareholders for the Theravance, AOP and ELND005
transactions, the possibility that intervening events could arise which
could alter the timing, or the ability to consummate the Theravance, AOP
or the ELND005 transactions even if Elan shareholder approval is
obtained, the risk that third parties could challenge any or all of the
transactions, even if the transactions are approved by Elan shareholders
and consummated, risks that the transactions do not provide the benefits
to Elan that are anticipated, whether Elan can successfully access the
capital markets to raise debt financing and, as Elan’s principal source
of revenue may remain a royalty on sales of Tysabri, the potential of
Tysabri, which may be severely constrained by increases in the incidence
of serious adverse events (including death) associated with Tysabri (in
particular, by increases in the incidence rate for cases of PML), or by
competition from existing or new therapies (in particular, oral
therapies), and the potential for the successful development and
commercialization of products, whether internally or by acquisition,
especially given the separation of the Prothena business which left Elan
with no material pre-clinical research programs or capabilities; Elan’s
ability to maintain sufficient cash, liquid resources, and investments
and other assets capable of being monetized to meet its liquidity
requirements; the success of our development activities, and research
and development activities in which Elan retains an interest, including,
in particular, the impact of the announced discontinuation of the
development of bapineuzumab intravenous in mild to moderate Alzheimer’s
disease; failure to comply with anti-kickback, bribery and false claims
laws in the United States, Europe and elsewhere; difficulties or delays
in manufacturing and supply of Tysabri; trade buying patterns; the
impact of potential biosimilar competition, the trend towards managed
care and health care cost containment, including Medicare and Medicaid;
legislation and other developments affecting pharmaceutical pricing and
reimbursement (including, in particular, the dispute in Italy with
respect to Tysabri sales), both domestically and internationally;
failure to comply with Elan’s payment obligations under Medicaid and
other governmental programs; exposure to product liability (including,
in particular, with respect to Tysabri) and other types of lawsuits and
legal defense costs and the risks of adverse decisions or settlements
related to product liability, patent protection, securities class
actions, governmental investigations and other legal proceedings; Elan’s
ability to protect its patents and other intellectual property; claims
and concerns that may arise regarding the safety or efficacy of Elan’s
product candidates; interest rate and foreign currency exchange rate
fluctuations and the risk of a partial or total collapse of the euro;
governmental laws and regulations affecting domestic and foreign
operations, including tax obligations; whether Elan is deemed to be an
Investment Company or a Passive Foreign Investment Company; general
changes in United States and International generally accepted accounting
principles; growth in costs and expenses; and the impact of
acquisitions, divestitures, restructurings, product withdrawals and
other unusual items. A further list and description of these risks,
uncertainties and other matters can be found in Elan’s Annual Report on
Form 20-F for the fiscal year ended December 31, 2012, and in its
Reports of Foreign Issuer on Form 6-K filed with the SEC. Elan assumes
no obligation to update any forward-looking statements, whether as a
result of new information, future events or otherwise.