Women First Files for Chapter 11 Bankruptcy; Company Enters into Agreement to Sell Vaniqa Cream Product Rights; Company Enters into DIP Financing Agreement

Business Wire,  April 30, 2004  

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Business Editors/Health/Medical Writers

SAN DIEGO--(BUSINESS WIRE)--April 30, 2004

Women First HealthCare, Inc., a specialty pharmaceutical company, today announced that it filed a voluntary petition for reorganization under Chapter 11 of the Bankruptcy Code. The voluntary petition was filed in the U.S. Bankruptcy Court for the District of Delaware. The Company also announced that it has entered into an agreement to sell its rights to the Company's Vaniqa(R) (eflornithine hydrochloride) Cream product to SkinMedica, Inc. for a gross purchase price equal to $25 million, subject to specified purchase price adjustments. Completion of the sale of the Vaniqa(R) assets is subject to Bankruptcy Court approval and SkinMedica's obtaining a satisfactory arrangement for supply of the Vaniqa(R) product.

The Company has reached an agreement, subject to Bankruptcy Court approval, for $3.0 million of debtor-in-possession financing to be provided by the holders of the Company's senior secured notes. The Company intends to use this financing to fund its efforts to seek an orderly sale of all of the Company's assets. The Company also has made an assignment for the benefit of creditors with respect to the Company's As We Change mail order catalog and Internet retail subsidiary. The Company does not expect that there will be any value available for distribution to the stockholders of Women First.

The Company also announced that Edward F. Calesa has resigned as the Company's President, Chief Executive Officer and Chairman of the Board of Directors. Dr. Nathan Kase also resigned from the Board. The Board appointed Richard Vincent, Chief Financial Officer; Randi Crawford, Vice President; and Saundra Pelletier, Vice President, Pharmaceuticals, to fill vacancies on the Board, where they will serve with continuing Board member Patricia Nasshorn.

The Company has received a notice of termination of the Supply Agreement between the Company and Bristol-Myers Squibb relating to supply of the Vaniqa(R) Cream product on the basis of the Company's purported insolvency.

About Vaniqa(R) (eflornithine hydrochloride) Cream, 13.9%

Vaniqa(R) is indicated for the reduction of unwanted facial hair in women. Vaniqa(R) has been shown to retard the rate of hair growth in non-clinical and clinical studies. Vaniqa(R) has only been studied on the face and adjacent involved areas under the chin of affected individuals. Usage should be limited to these areas of involvement. In controlled trials, Vaniqa(R) provided clinically meaningful and statistically significant improvement in the reduction of facial hair growth around the lips and under the chin for nearly 60% of women using Vaniqa(R). Vaniqa(R) is not a hair remover but complements other current methods of hair removal such as electrolysis, shaving, depilatories, waxing, and tweezing. The patient should continue to use hair removal techniques as needed in conjunction with Vaniqa(R). Improvement in the condition may be noticed within four to eight weeks of starting therapy. Continued treatment may result in further improvement and is necessary to maintain beneficial effects. The condition may return to pre-treatment levels within eight weeks following discontinuation of treatment. The most frequent adverse events related to treatment with Vaniqa(R) were skin-related adverse events.

About Women First HealthCare, Inc.

Women First HealthCare Inc. is a San Diego-based specialty pharmaceutical company. Further information about Women First HealthCare can be found online at www.womenfirst.com, About Us.

This press release contains certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are often, but not always, made through the use of words or phrases such as "believe," "will," "expect," "anticipate," "estimate," "intend," "plan" and "would." Such forward-looking statements are subject to various risks, and Women First HealthCare, Inc. cautions you that any forward-looking information is not a guarantee of future performance. Women First HealthCare, Inc. disclaims any intent or obligation to update these forward-looking statements. Actual results could differ materially due to a number of factors, including but not limited to: (i) our ability to cause a Chapter 11 plan of reorganization to be filed with the Bankruptcy Court and timely and fully confirmed by the Bankruptcy Court, and our ability to successfully implement the plan; (ii) our ability to complete a sale of the Vaniqa(R) Cream product rights; (iii) our ability to continue as a going concern until we successfully liquidate all assets; (iv) our ability to maintain compliance with covenants under our debtor-in-possession financing; (v) our ability to obtain Bankruptcy Court approval with respect to motions prosecuted by us in our Chapter 11 cases from time to time; (vi) risks associated with third parties seeking and obtaining Bankruptcy Court approval for the appointment of a Chapter 11 trustee or to convert the Chapter 11 case to a Chapter 7 case; (vii) our ability to maintain contracts that are critical to our operations; and (viii) additional factors set forth in the Company's Securities and Exchange Commission filings, including its Annual Report on Form 10-K for the year ended December 31, 2003.

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