Shire, AbbVie deal
AbbVie will acquire Shire for about L31.4 billion ($53.8 billion) in cash and stock. The offer comprises L24.44 in cash and 0.8960 AbbVie shares per Shire share. Shire shareholders will own about 25% of the combined new AbbVie, which will be domiciled in the U.K. and listed on the NYSE. AbbVie projected a 2016 tax rate of 13% for the combined company, compared to AbbVie’s current 22% rate. The companies disclosed the latest offer on July 14, at which point Shire said its board would be “willing to recommend” the bid.
The deal, which is subject to shareholder approval by both companies, is slated to close in 4Q14. The deal includes a provision that AbbVie pay Shire a breakup fee of L955.1 million ($1.6 billion) if AbbVie withdraws or is unable to complete its offer. AbbVie must also pay Shire $500 million if AbbVie shareholders vote down the deal. Under U.K. takeover rules, AbbVie’s proposal was to expire July 18. ...