-=Shire plc (SHPG) to be acquired by Takeda Pharma (TKPYY) for $62 billion

Takeda Pharma (TKPYY) agrees to acquire SHPG for cash/stock

• Cos announced that they have reached agreement on the terms of a recommended offer pursuant to which Takeda will acquire the entire issued and to be issued ordinary share capital of Shire. Under the terms of the acquisition,each Shire shareholder will be entitled to receive $30.33 in cash for each Shire share and either 0.839 new Takeda shares or 1.678 Takeda ADSs. The transaction has been approved by both companies' boards of directors, and is expected to close in the first half of calendar year 2019. Upon the closing of the transaction, Takeda shareholders will own approximately 50 percent of the combined group.
• Under the terms of the acquisition, Shire shareholders will be entitled to receive, for each Shire share, $30.33 in cash and either 0.839 new Takeda shares or 1.678 Takeda ADSs. 
• The acquisition of Shire will provide compelling financial benefits for the combined group. It will be significantly accretive to underlying earnings per share from the first full fiscal year following completion, and will produce strong combined cash flows. The transaction is also expected to result in attractive returns for shareholders, with the return on invested capital expected to exceed Takeda's cost of capital within the first full fiscal year following completion. The substantial cash flow generation expected to result from the acquisition will enable the combined group to de-lever quickly following completion. Takeda intends to maintain its investment grade credit rating, with a target net debt to EBITDA ratio of 2.0x or less in the medium term.

-=Allergan (AGN) in talks to acquire Shire (SHPG), competing against Takeda

(Reuters) - Botox maker Allergan Plc is in talks to acquire Shire Plc, competing against Japan's Takeda Pharmaceutical Co Ltd for the London-listed drugmaker, two sources familiar with the matter said on Thursday.

It is not clear whether Allergan has submitted an offer, and there is no certainty of a bid, the sources said. Shire on Thursday said it had rejected an offer worth around $61 billion from Takeda.

The sources asked not to be identified because the matter is confidential. Allergan declined to comment, while Shire and Allergan did not immediately respond to requests for comment.

-=Shire (SHPG) : Japan's Takeda (TKPYY) considers bid

Takeda (TKPYY) says it is considering making an approach to Shire regarding a possible offer for the company 
Takeda's consideration of such an offer is at a preliminary and exploratory stage and no approach has been made to the Board of Shire. There can be no certainty that an approach, if made, will lead to any transaction. Takeda continuously considers various options aiming to accelerate its growth, focusing on prioritized therapeutic areas of gastroenterology, oncology and neuroscience plus vaccines. Takeda believes that a potential transaction with Shire presents an opportunity to advance Takeda's stated Vision 2025, build on its current strong momentum, and create a truly global, value-based Japanese biopharmaceutical leader.

=Shire (SHPG) reported earnings on Thur 16 Feb 2017 (b/o)

Shire plc beats by $0.14, beats on revs; guides FY17; XIIDRA captures 19% market share  :

• Reports Q4 (Dec) earnings of $3.37 per share, excluding non-recurring items, $0.14 better than the Capital IQ Consensus of $3.23; revenues rose 121.8% year/year to $3.81 bln vs the $3.76 bln Capital IQ Consensus.
• "In August we launched XIIDRA in the U.S. with an exceptional new drug launch, demonstrating our strength in commercial excellence and capturing 19% of market share within four months."
• Co issues guidance for FY17, sees EPS of $14.60-15.20, excluding non-recurring items, vs. $15.26 Capital IQ Consensus Estimate; sees FY17 revs of $14.5-14.8 bln in product sales, $600-700 mln in royalties & other revenues vs. $15.32 bln Capital IQ Consensus Estimate; expects depreciation expense to be $400 - $450 million and capital expenditure to be approximately $1 billion in 2017 reflecting the co's larger footprint and important investments to support growth aspirations.
• Dividend: In respect of the six months ended December 31, 2016, the Board resolved to pay an interim dividend of 25.70 U.S. cents per Ordinary Share (2015: 22.16 U.S. cents per Ordinary Share).
• Recent Developments:
  • CUVITRU for the treatment of primary immunodeficiency disorders: Global expansion is ongoing. CUVITRU was launched in Switzerland in January 2017. Shire expects to initiate further launches and additional global regulatory submissions for CUVITRU in 2017.
  • ONIVYDE for the treatment of pancreatic cancer: ONIVYDE was launched in Germany and Austria during Q4 2016. This follows the October 18, 2016 announcement that the European Commission had approved ONIVYDE (pegylated liposomal irinotecan hydrochloride trihydrate) for the treatment of metastatic adenocarcinoma of the pancreas, in combination with 5-fluorouracil (5-FU) and leucovorin (:LV), in adult patients who have progressed following gemcitabine-based therapy. Additional launches are planned in 2017.
  • NATPAR for the treatment of hypoparathyroidism: The CE Mark for the NATPAR auto-injector device was granted and submitted to the Committee for Medicinal Products for Human Use in January 2017. This completes the European Union (EU) submission. A decision on EU approval is anticipated in Q2 2017.
  • On December 6, 2016, Shire received planning permission for its new state-of-the-art biologics manufacturing facility in Piercetown, County Meath, Ireland.

Great long trade : ViroPharma (VPHM) +27%

• ViroPharma (VPHM) - acquired by Shire (SHPG) in Nov. 2013 for $4.2 billion.  Shire paid $50 a share in cash, 27% more than the closing price of ViroPharma on Nov. 8, the Dublin-based drugmaker said in a statement.

  

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