Horizon Pharma plc Announces Leading Proxy Advisory Service, Glass Lewis & Co., Recommends Depomed Shareholders Provide Consent FOR the Two Special Meeting Requests

DUBLIN, IRELAND--(Marketwired - Sep 29, 2015) - Horizon Pharma plc (NASDAQ: HZNP) ("Horizon Pharma"), a biopharmaceutical company focused on improving patients' lives by identifying, developing, acquiring and commercializing differentiated and accessible medicines that address unmet medical needs, today announced that Glass Lewis & Co. ("Glass Lewis"), one of the nation's leading proxy advisory services, issued a report supporting Horizon Pharma's efforts to call for two related special meetings of Depomed, Inc. ("Depomed") shareholders -- one to remove all of the current Depomed directors and repeal a series of recent amendments to Depomed's bylaws (the "Removal and Bylaw Amendments Special Meeting") and a second to elect replacement directors (the "Election Special Meeting").

Glass Lewis recommended that Depomed shareholders PROVIDE CONSENT FOR Horizon Pharma's solicitation for the calling of the special meetings by submitting their WHITE and BLUE proxy cards to Horizon Pharma's proxy solicitor, MacKenzie Partners, Inc. Glass Lewis is the second proxy advisory service to make that recommendation. On September 28, 2015, Horizon Pharma announced that Institutional Shareholder Services ("ISS") had recommended that Depomed shareholders should provide such consent.

In its published report, Glass Lewis commented that:

• "in [its] view, the [Depomed] board has not presented a sufficiently compelling argument for why the recent bylaw amendments are necessary or for why it rejected Horizon Pharma's overtures."
• "[w]hile we believe the [Depomed] board should be provided reasonable deference on these issues, we also believe [Depomed] shareholders should be afforded the right to consider and vote on important matters and also that the defensive bylaw amendments adopted by the [Depomed] board and transaction overtures from Horizon Pharma deserve additional scrutiny."
• "[i]n this case, [Glass Lewis] believe[s] it would be in the best interests of [Depomed] shareholders to consent to the calling of the Removal and Bylaw Amendments Special Meeting and the Election Special Meeting so that the merits of the underlying issues can be more carefully evaluated."

In reaching its conclusion, Glass Lewis noted that Horizon Pharma: