Baxalta, Shire Shareholders OK $32 Billion Merger

The shareholders of Baxalta Incorporated and Shire have approved the combination of the two companies in a deal valued at $32 billion. The companies had entered into a merger agreement in January 2016 under which Shire was to acquire Baxalta for $18.00 in cash and either 0.1482 Shire ADSs or 0.4446 Shire Ordinary shares per Baxalta share.

The deal now is expected to close approximately June 3, 2016, subject to customary closing conditions.

The combination of Baxalta and Shire will create a specialty pharmaceutical company with a focus on rare diseases with a focus on the following areas: hematology; immunology; neuroscience; lysosomal storage diseases; gastrointestinal / endocrine; and hereditary angioedema. The combined company will also possess a growing franchise in oncology, with approved products and innovative compounds in development, as well as a late-stage ophthalmics pipeline.

The combined portfolio will have an expanded range of therapeutic areas with more than 60 programs in development, including over 50 that will address rare diseases and newly approved Baxalta products. Shire anticipates more than 30 recent and planned product launches from the combined pipeline, contributing approximately $5 billion in annual revenues by 2020. The combined company will benefit from expanded geographic reach across more than 100 countries.

Shire anticipates that it will realize more than $500 million in annual cost synergies (expected to be achieved within the first three years post-closing). These annual cost synergies will be achieved by increasing efficiencies, leveraging the scale of the combined business, aligning to Shire’s lean operating model, and optimizing the combined R&D portfolio. Further, Shire expects to generate additional revenue synergies and a combined non-GAAP effective tax rate of 16-17% by 2017.

Source: Baxalta and Shire

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