AbbVie Raises Proposal to Acquire Shire

AbbVie has revised its proposal to acquire Shire PLC to Â£22.44 ($38.44) in cash and 0.8568 ordinary shares of New AbbVie for each Shire share or approximately $51 billion. This fourth proposal represents an indicative value of £51.15 ($87.63) as of July 7, 2014, based on AbbVie's closing share price of $57.40 (and an exchange rate of $1.00:£0.5837) on July 7, 2014. The latest proposal is an approximate 11% increase from AbbVie’s prior indicative proposal of £46.62. The revised indicative proposal also increases the ownership that will be held by Shire shareholders to approximately 24% of a new holding company of the combined group.

Shire issued a statement on July 8, 2014 to say that the board of Shire will meet to consider the proposal and “a further announcement will be made in due course. Shareholders are strongly advised to take no action in relation to the AbbVie proposal.”

In making its case for the revised proposal, AbbVie Chairman and CEO Richard Gonzalez said in a July 8, 2014 statement: “This transaction is a combination of two leading companies with leadership positions in specialty pharmaceuticals that would create a global market leader with unique characteristics and a compelling investment thesis. AbbVie will bring greater financial strength and R&D experience to this combination that will enable both companies to reach their full potential for their shareholders and patients in need across the globe. AbbVie has made a compelling offer to Shire that creates immediate and long-term value to shareholders of both companies. We think its shareholders should strongly encourage the Shire board to engage in constructive dialogue with AbbVie.”

Under UK takeover rules, AbbVie has until July 18, 2014 to make a formal bid to acquire Shire or to announce that it will not be making an offer.

Source: AbbVie and Shire

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