EX-2 4 iridianex2_3-13.txt EXHIBIT 2 --------- JOINT FILING AGREEMENT THIS JOINT FILING AGREEMENT (this "Agreement") is made and entered into as of this 13th day of March, 2002, by and between Iridian Asset Management LLC, LC Capital Management, LLC, CL Investors, Inc., COLE Partners LLC, Iridian Private Business Value Equity Fund, L.P., David L. Cohen, Harold J. Levy, and Franklin Mutual Advisers, LLC. The parties to this Agreement hereby agree to prepare jointly and file timely (or otherwise to deliver as appropriate) all filings on Schedule 13D and Schedule 13G (the "Filings") required to be filed by them pursuant to Section 13(d) or 13(g) under the Securities Exchange Act of 1934, as amended, with respect to their respective ownership of any securities of ICN Pharmaceuticals, Inc. that are required to be reported on any Filings. Each party to this Agreement further agrees and covenants to the other parties that it will fully cooperate with such other parties in the preparation and timely filing (and other delivery) of all such Filings. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first set forth above. IRIDIAN ASSET MANAGEMENT LLC /s/ David L. Cohen ------------------ By: David L. Cohen Title: Principal LC CAPITAL MANAGEMENT, LLC /s/ David L. Cohen ------------------ By: David L. Cohen Title: Principal CL INVESTORS, INC. /s/ Jeffrey M. Elliott ---------------------- By: Jeffrey M. Elliott Title: President COLE PARTNERS LLC /s/ David L. Cohen ------------------ By: David L. Cohen Title: Principal IRIDIAN PRIVATE BUSINESS VALUE EQUITY FUND, L.P. By: COLE Partners LLC, General Partner /s/ David L. Cohen ------------------ By: David L. Cohen Title: Principal /s/ David L. Cohen ------------------ David L. Cohen, individually /s/ Harold J. Levy ------------------ Harold J. Levy, individually FRANKLIN MUTUAL ADVISERS, LLC /s/ David Winters ----------------- By: David Winters Title: President