Salix Pharmaceuticals Board Unanimously Recommends Rejection of Axcan's Unsolicited Tender Offer.

Business Editors/Health/Medical Writers

RALEIGH, N.C.--(BUSINESS WIRE)--April 23, 2003

Salix Pharmaceuticals, Ltd. (Nasdaq:SLXP) announced today that after careful consideration, including a thorough review with independent financial, legal and medical advisors, its Board of Directors has unanimously determined that Axcan Pharma Inc.'s April 10, 2003 unsolicited tender offer for all outstanding shares of Salix common stock at $8.75 per share is grossly inadequate and not in the best interests of Salix or its stockholders.

The basis for the Board's decision is set forth in the attached letter to stockholders and Salix's Schedule 14D-9 filed today with the Securities and Exchange Commission.

Bob Ruscher, Executive Chairman of the Board, stated, "The Board takes its fiduciary duty to act in the best interests of Salix's stockholders very seriously. Salix has made tremendous progress over the past four years in building a thriving specialty pharmaceutical franchise. Today, we stand at the cusp of realizing the benefit of our success in executing our business plan, with one approved product, COLAZAL(R), on the market, a second product, Rifaximin, subject to an FDA approvable letter, and a third product, granulated mesalamine, poised to enter Phase III clinical testing. Despite the fact that Salix is in its strongest position ever to accomplish its mission, this strength is not remotely reflected in our stock price. We believe the amount and timing of the Axcan offer is inconsistent with the Board's objective of enhancing stockholder value and that Salix can better enhance stockholder value by continuing to execute its business plan. It is also important to note that Salix's independent financial advisor, Wachovia Securities, Inc., has advised Salix that the Axcan tender offer is inadequate from a financial point of view."

Commenting on the strength of the business, Carolyn Logan, President and Chief Executive Officer, stated, "Our growing COLAZAL business, alone, offers great potential - potential that should be realized in the near term. COLAZAL sales more than doubled from $14.1 million in 2001 to $33.5 million in 2002, and prescriptions increased from 62,500 to 193,900 during that same time period. This is tremendous growth, making COLAZAL the fastest growing oral 5-ASA drug on the market. Based upon our current expectations and assumptions regarding COLAZAL sales, we expect to become profitable in the second half of 2004 excluding any effects of a potential Rifaximin launch. We expect to be profitable for the year ending December 31, 2004 if Rifaximin is approved and launched in 2004 as expected.

"Moreover, we believe that the market has yet to fully value our business, and in particular, the potential contribution of Rifaximin, the potential of our granulated mesalamine product and other future products, as well as the franchise we have established with the gastroenterology community. For example, Rifaximin has the potential to make a much greater contribution to the business than COLAZAL. COLAZAL competes in an annual U.S. retail market of approximately $450 million, comprised of approximately 500,000 patients. By comparison, Rifaximin will potentially compete in an annual U.S. retail market in excess of $2 billion, comprised of over 12 million patients. Additionally, because our premier gastroenterology sales force is already in place, we are positioned to leverage our commercial infrastructure as other products come to market. We intend to significantly increase revenue by means of Rifaximin and other product sales without having to incur significant additional expenses.

"Salix remains committed to building its gastroenterology franchise. Our intentions are clear. We are focused on creating the leading specialty pharmaceutical company providing products to gastroenterologists and their patients, and in doing so, rewarding our stockholders. I would like to thank our stockholders for their ongoing support."

Salix's stockholders are strongly advised to read Salix's Schedule 14D-9 carefully and in its entirety so that they will be fully informed as to the reasons for the Board's recommendation. The Schedule 14D-9 will be mailed to Salix's stockholders, and a free copy may also be obtained at the SEC's web site at www.sec.gov and at Salix's website at www.salix.com. Stockholders may also obtain, without charge, a copy of the Schedule 14D-9 by directing requests to Salix's Investor Relations Department.

Wachovia Securities, Inc. is acting as financial advisor and the law firms of Wyrick Robbins Yates & Ponton LLP and Morris Nichols Arsht & Tunnell are acting as legal advisors.

Salix Pharmaceuticals, Ltd., headquartered in Raleigh, North Carolina, develops and markets prescription pharmaceutical products for the treatment of gastrointestinal diseases. Salix's strategy is to in-license late-stage or marketed proprietary therapeutic drugs, complete the required development and regulatory submission of these products, and market them through the Company's 78-member gastroenterology specialty sales team. Salix's first marketed product is COLAZAL(R), an anti-inflammatory drug approved for the treatment of mildly to moderately active ulcerative colitis. Safety and effectiveness of COLAZAL beyond 12 weeks has not been established. The Company launched the product in the U.S. through its specialty sales force in January 2001. COLAZAL was well tolerated in clinical studies. In clinical trials, patients reported the following adverse events most frequently: headache (8%); abdominal pain (6%); diarrhea (5%); nausea (5%); vomiting (4%); respiratory infection (4%); and arthralgia (4%). Withdrawal from therapy due to adverse events was comparable to placebo. Salix's next product candidate is Rifaximin, currently in development for the potential treatment of infections of the gastrointestinal tract. The Company submitted an NDA for Rifaximin for the treatment of travelers' diarrhea to the FDA on December 26, 2001. The Company received an approvable letter from the FDA on October 25, 2002 and is currently working with the FDA to complete the approval process. In July 2002, Salix acquired exclusive U.S. development and marketing rights to a granulated formulation of mesalamine. The Company intends to complete the development work required to secure regulatory approval for the product in the U.S. Salix trades on the Nasdaq National Market under the ticker symbol "SLXP."

For more information please contact the Company at 919-862-1000 or visit our web site at www.salix.com. Information on our web site is not incorporated in our SEC filings.

Please Note: This press release contains forward-looking statements regarding future events. These statements are just predictions and are subject to risks and uncertainties that could cause the actual events or results to differ materially. These risks and uncertainties include: the Company's dependence on its first three pharmaceutical products, COLAZAL, Rifaximin and granulated mesalamine and the uncertainty of market acceptance of those products; the unpredictability of the duration and results of regulatory review of New Drug Applications and Investigational New Drug Applications; the high cost and uncertainty of the research, clinical trials and other development activities involving pharmaceutical products; and the uncertainty of obtaining, and the Company's dependence on, third parties to manufacture its products and to sell them outside the United States and in fields other than gastroenterology. The reader is referred to the documents that the Company files from time to time with the Securities and Exchange Commission.

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                        Letter to Stockholders
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Dear Fellow Stockholders:

As you know, on April 10, 2003, Axcan Pharma Inc. and its wholly owned subsidiary, Saule Holdings, Inc., commenced an unsolicited cash offer for all outstanding shares of Salix at $8.75 per common share, subject to various terms and conditions.

You should understand that your Board of Directors takes its fiduciary duty to act in the best interests of Salix and its stockholders very seriously and is committed to enhancing stockholder value. After careful consideration, including a thorough review of the offer with independent financial and legal advisors, your Board of Directors unanimously determined that Axcan's offer is grossly inadequate and not in the best interests of Salix stockholders.

Your Board of Directors unanimously recommends that you reject the Axcan offer and not tender your shares.

The Salix Board believes that the Axcan tender offer is grossly inadequate and not in the best interests of Salix or its stockholders. The factors relied upon by the Salix Board in making its recommendation include the following:

-- the Salix Board believes that Salix is poised for significant

growth and profitability, and can better enhance stockholder

value by continuing to execute its business plan, which is

expected to make Salix become profitable in the second half of

2004 based upon Colazal sales alone;

-- the Axcan tender offer does not adequately reflect the true

value of Salix's currently marketed product or its two

products under development, which are

-- balsalazide disodium, which Salix markets in the

United States under the tradename Colazal(R) as a

treatment for ulcerative colitis, an oral formulation

of the active therapeutic agent 5-ASA that delivers

99% of the drug to the colon and which is the fastest

growing drug of its kind in the marketplace based upon

2002 prescriptions,

-- Rifaximin, a broad-spectrum,

gastrointestinal-specific, oral antibiotic that

received an approvable letter from the FDA in October

2002 and that Salix believes will be more successful

than Colazal in terms of revenue, and

-- a patented, granulated formulation of mesalamine

licensed from Dr. Falk Pharma GmbH in July 2002, which

has a prolonged release mechanism that should allow

Salix to expand its treatment options for ulcerative

colitis;

-- the Axcan tender offer does not adequately reflect Salix's

proven ability to in-license, complete any required

development, and launch and sell drugs through its

gastroenterology-focused specialty sales force;

-- the Axcan tender offer represents an opportunistic attempt by

Axcan to acquire Salix when Salix's stock is artificially and

temporarily depressed, including negative effects of general

market conditions and a downturn in the specialty

pharmaceutical sector;

-- the Axcan tender offer does not adequately reflect the

commercial potential of Salix's products or Salix's reputation

for integrity and quality in the medical community, based in

part on discussions with leading medical authorities in the

fields of gastroenterology, hepatology and infectious disease

who are familiar with Salix and its products; and

-- the oral opinion of Salix's independent financial advisor,

Wachovia Securities, that as of April 22, 2003, the Axcan

tender offer was inadequate to the Salix stockholders from a

financial point of view.

A complete discussion of these and the other significant factors contributing to the Board of Directors' recommendation are described in the enclosed Schedule 14D-9. We urge you to read the Schedule 14D-9 carefully and in its entirety so that you will by fully informed as to the Board of Directors' recommendation.

We greatly appreciate you continued support and encouragement.

Sincerely,

Robert P. Ruscher, Executive Chairman

Carolyn T. Logan, President and CEO