Elan Corporation in $625 Million Notes Offering and Concurrent Tender Offer

October 2, 2009

Cleary Gottlieb represented the initial purchasers, led by Morgan Stanley & Co. Inc., in a recent high yield debt offering by Elan Finance, plc and Elan Finance Corp., each a wholly-owned finance subsidiary of Elan Corporation, plc. Elan issued $625 million of 8.750% Senior Notes due 2016. The notes were unregistered and were offered for sale in the United States pursuant to Rule 144A and abroad pursuant to Reg S. The deal closed on October 2.

Cleary Gottlieb is also representing Morgan Stanley & Co. as dealer manager in a cash tender offer by Elan Finance, plc and Elan Finance Corp. to purchase any and all of their outstanding 7.750% Senior Fixed Rate Notes due 2011. The tender offer is expected to expire on October 28.

Elan Corporation, plc is a neuroscience-based biotechnology company committed to making a difference in the lives of patients and their families by bringing innovations in science to fill significant unmet medical needs. Elan shares trade on the New York and Irish Stock Exchanges.