PAREXEL International Enters Definitive Agreement to Be Acquired by Pamplona Capital Management for $88.10 Per Share in Cash

BOSTON & NEW YORK–(BUSINESS WIRE)– PAREXEL International Corporation (NASDAQ: PRXL), a leading global
biopharmaceutical services provider, and Pamplona Capital Management,
LLP (Pamplona) today announced that they have entered into a definitive
agreement under which Pamplona will acquire all of the outstanding
shares of PAREXEL for $88.10 per share in cash in a transaction valued
at approximately $5.0 billion, including PAREXEL’s net debt.

The purchase price represents a 27.9% premium to PAREXEL’s unaffected
closing stock price on May 5, 2017, the last trading day prior to
published market speculation regarding a potential transaction involving
the Company; a 38.5% premium to the unaffected 30-day volume weighted
average closing share price of PAREXEL’s common stock ended May 5, 2017;
and a 23.3% premium to the Company’s undisturbed 52-week high.

“Today’s announcement is the culmination of a comprehensive review of
the opportunities available to the Company, including interest solicited
and received from multiple parties with the assistance of independent
financial and legal advisors. Having considered these opportunities, the
PAREXEL Board of Directors unanimously determined that this all-cash
transaction and the significant, certain value it provides is in the
best interest of PAREXEL shareholders, as well as our company,” said
Josef von Rickenbach, Chairman and Chief Executive Officer of PAREXEL.
“PAREXEL benefits from a strong operating foundation with expertise and
resources to support our clients in their clinical trials around the
world. However, as our results over the past year show, the market for
biopharmaceutical services is evolving. We believe the more flexible
corporate structure afforded by this transaction will better position us
to advance PAREXEL’s strategy in light of these realities and to shape
the Company to best capitalize on our exciting market opportunities.”

Mr. von Rickenbach continued, “Pamplona has significant experience in
the pharmaceutical and healthcare industries, and we are pleased to have
their support as we work to realize the long-term opportunity for
PAREXEL. This transaction and the meaningful value it delivers for our
shareholders is a testament to the 19,600 employees who help our clients
advance the development and commercialization of new medical therapies
worldwide, and we will remain focused on providing our clients with the
service and support that have long set PAREXEL apart.”

Jeremy Gelber, M.D., Partner at Pamplona, said, “We have great respect
for the global leadership that Josef and the talented employees at
PAREXEL have built. We are excited to partner with a company and a team
that have a strong track record in helping to successfully navigate the
complexities innate to the biopharmaceutical industry and bring new
therapies to market.”

The transaction is not subject to a financing condition. Bank of America
Merrill Lynch and J.P. Morgan Chase Bank, N.A. have provided committed
financing for the transaction.

The transaction is expected to close early in the fourth quarter of
2017, subject to the approval of a majority of PAREXEL shareholders and
the satisfaction of other customary closing conditions.

PAREXEL expects to hold a Special Meeting of Shareholders to consider
and vote on the proposed agreement with Pamplona as soon as practicable
after the mailing of the proxy statement to shareholders.

The PAREXEL Board of Directors unanimously approved the transaction and
intends to recommend that all PAREXEL shareholders vote to approve the
agreement with Pamplona.

Upon the completion of the transaction, PAREXEL will become a privately
held company and shares of PAREXEL’s common stock will no longer be
listed on any public market.

Goldman Sachs & Co. LLC is acting as financial advisor to PAREXEL, and
Goodwin Procter LLP is serving as legal counsel.

Perella Weinberg Partners LP is acting as financial advisor to Pamplona,
and Kirkland & Ellis LLP is serving as legal counsel.

About PAREXEL International

PAREXEL International Corporation is a leading global biopharmaceutical
services company, providing a broad range of expertise-based clinical
research, consulting, medical communications, and technology solutions
and services to the worldwide pharmaceutical, biotechnology and medical
device industries. Committed to providing solutions that expedite
time-to-market and peak-market penetration, PAREXEL has developed
significant expertise across the development and commercialization
continuum, from drug development and regulatory consulting to clinical
pharmacology, clinical trials management, and reimbursement. PAREXEL
Informatics provides advanced technology solutions, including medical
imaging, to facilitate the integrated clinical development and
regulatory information management process. Headquartered near Boston,
Massachusetts, PAREXEL has offices in 86 locations in 51 countries
around the world, and has approximately 19,600 employees. For more
information about PAREXEL International visit www.PAREXEL.com.

PAREXEL and PAREXEL Informatics are trademarks or registered trademarks
of PAREXEL International Corporation or its affiliates. All other
trademarks are the property of their respective owners.

About Pamplona Capital Management

Pamplona Capital Management is a London, New York, and Boston-based
specialist investment manager established in 2005 that provides an
alternative investment platform across private equity, fund of hedge
funds, and single-manager hedge fund investments. Pamplona manages over
$10 billion in assets across a number of funds for a variety of clients
including public pension funds, international wealth managers,
multinational corporations, family offices, and funds of hedge funds.
Pamplona invests long-term capital across the capital structure of its
portfolio companies in both public and private market situations and has
been one of the most active private equity investors in healthcare in
recent years. Notable recent Pamplona healthcare investments include
nThrive, Formativ Health, Brighton Health Group, Alvogen, Spreemo,
PatientCo and Intralign. Please see www.pamplonafunds.com
for further information.

Additional Information about the Proposed Transaction and Where to
Find It

PAREXEL plans to file with the U.S. Securities and Exchange Commission
(“SEC”) and furnish its shareholders with a proxy statement in
connection with the proposed transaction with Pamplona and security
holders of PAREXEL are urged to read the proxy statement and the other
relevant materials when they become available because such materials
will contain important information about PAREXEL, Pamplona and their
respective affiliates and the proposed transaction. The proxy statement
and other relevant materials (when they become available), and any and
all other documents filed by PAREXEL with the SEC, may be obtained free
of charge at the SEC’s website at www.sec.gov.

In addition, investors may obtain a free copy of PAREXEL’s filings from
PAREXEL’s website at www.PAREXEL.com
or by directing a request to: PAREXEL International Corporation, 195
West Street, Waltham, Massachusetts 02451, Attn: Ron Aldridge, Senior
Director of Investor Relations.

INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT AND
THE OTHER RELEVANT MATERIALS WHEN THEY BECOME AVAILABLE BEFORE MAKING
ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE PROPOSED
TRANSACTION.

Participants in the Solicitation

PAREXEL and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from the security holders of
PAREXEL in connection with the proposed transaction. Information about
those directors and executive officers of PAREXEL, including their
ownership of PAREXEL securities, is set forth in the proxy statement for
PAREXEL’s 2016 Annual Meeting of Stockholders, which was filed with the
SEC on October 26, 2016, as amended and supplemented by other PAREXEL
filings with the SEC. Investors and security holders may obtain
additional information regarding the direct and indirect interests of
PAREXEL and its directors and executive officers in the proposed
transaction by reading the proxy statement and other public filings
referred to above.

Forward-Looking Statements

This press release includes forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements include, but are not limited to, potential
opportunities to accelerate PAREXEL’s growth and enhance its delivery of
world-class solutions to its customers; PAREXEL’s position to capitalize
on an increased trend for outsourcing of pharmaceutical products and
services; the expected impact of this transaction on PAREXEL’s financial
and operating results and business, the operation and management of
PAREXEL after the acquisition, the anticipated funding for the
transaction, and the timing of the closing of the acquisition. The words
“anticipates”, “believes”, “expects”, “may”, “plans”, “predicts”,
“will”, “potential”, “goal” and similar expressions are intended to
identify forward-looking statements, although not all forward-looking
statements contain these identifying words. Readers should not place
undue reliance on these forward-looking statements. PAREXEL’s actual
results may differ materially from such forward-looking statements as a
result of numerous factors, some of which PAREXEL may not be able to
predict and may not be within PAREXEL’s control. Factors that could
cause such differences include, but are not limited to, (i) the risk
that the proposed merger may not be completed in a timely manner, or at
all, which may adversely affect PAREXEL’s business and the price of its
common stock, (ii) the failure to satisfy all of the closing conditions
of the proposed merger, including the adoption of the Merger Agreement
by PAREXEL’s stockholders and the receipt of certain governmental and
regulatory approvals in the U.S. and in foreign jurisdictions, (iii) the
occurrence of any event, change or other circumstance that could give
rise to the termination of the Merger Agreement, (iv) the effect of the
announcement or pendency of the proposed merger on PAREXEL’s business,
operating results, and relationships with customers, suppliers,
competitors and others, (v) risks that the proposed merger may disrupt
PAREXEL’s current plans and business operations, (vi) potential
difficulties retaining employees as a result of the proposed merger,
(vii) risks related to the diverting of management’s attention from
PAREXEL’s ongoing business operations, and (viii) the outcome of any
legal proceedings that may be instituted against PAREXEL related to the
Merger Agreement or the proposed merger. In addition, PAREXEL’s actual
performance and results may differ materially from those currently
anticipated due to a number of risks including, without limitation:
changes in customers’ spending and demand and the trends in
pharmaceutical companies’ outsourcing of research and development;
PAREXEL’s ability to provide quality and timely services and to compete
with other companies providing similar services; PAREXEL’s ability to
comply with strict government regulations of the drug, medical device
and biotechnology industry; PAREXEL’s ability to successfully integrate
past and future acquisitions, including the acquisitions of Health
Advances, LLC, ExecuPharm, Inc., and The Medical Affairs Company, LLC,
and to realize the expected benefits of each; a change in PAREXEL’s
relationships with its largest customers; PAREXEL’s ability to service
its indebtedness; PAREXEL’s ability to protect its technology and
proprietary information and the confidential information of its
customers; the loss, modification, or delay of contracts which would,
among other things, adversely impact the Company’s recognition of
revenue included in backlog; the Company’s dependence on certain
industries and clients; the risk of patent infringement and other
litigation; as well as those risks discussed in PAREXEL’s Annual Report
on Form 10-K for the year ended June 30, 2016 as filed with the
Securities and Exchange Commission (SEC) on September 9, 2016,
subsequent Quarterly Reports filed with the SEC and PAREXEL’s other SEC
filings. Numerous factors, including those noted above, may cause actual
results to differ materially from current expectations. PAREXEL
expressly disclaims any current intention or obligation to update any
forward-looking statement in this press release to reflect future events
or changes in facts affecting the forward-looking statements contained
in this press release.

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