Both parties are confident that the tax problems will arise from baxalta`s relocation of Baxter International Inc. BAX. N will not be an obstacle to the transaction, but awaits formal legal advice before signing their merger contract, people add. Baxalta said the termination fee for the Shire merger was $369 million. Shire plc (LSE: SHP,NASDAQ: SHPG) and Baxalta Incorporated (NYSE: BXLT) announced today that the boards of directors of the two companies have entered into an agreement combining Shire and Baxalta. Under the agreement, baxalta shareholders will receive $18.00 in cash and 0.1482 Shire ADS per Baxalta share. Based on the closing price of Shire ads on January 8, 2016, this represents a total current value of $45.57 per Baxalta share, representing an overall vision of approximately $32 billion. The exchange rate is based on Shire`s 30-day weighted average ADS price of $199.03 as of January 8, 2016, for a total value of $47.50 per Baxalta share. Following the merger, the appointments of Baxalta board members Gail D. Fosler and Albert P.L. Stroucken to the shire Board of Directors took effect as non-executive directors, Shire said.
Shire has implemented additional tax due diligence and, on the basis of this diligence, Shire and its tax advisor have concluded that a merger with the proposed cash payment of $18 per Baxalta share will maintain the non-tax status of the baxalta de Baxter demerger. The deal marks a good start for healthcare mergers and acquisitions in 2016, after the sector had its biggest run of deals making in history last year, with global deals of $673 billion, according to Thomson Reuters data. The completion of the Shire Baxalta merger comes a week after shareholders of both companies voted in favour of the deal. Shire and Baxalta announced plans to merge in January, with Shire saying it expected to achieve more than $500 million in cost reductions or “synergies” within the first three years of the deal. Shire said today that it has completed its $32 billion merger with Baxalta, creating what it calls the world leader in rare and other specialized diseases. The deal would be reached after Reuters first reported on December 22 that Shire`s latest offer on Baxalta met Baxalta`s valuation expectations. It would be one of the largest mergers in the health sector in 2016. In the United Kingdom, dial: 0808 237 0030 or 020 3139 4830 United United: 1 866 928 7517 or 1 718 873 9 7 Password/Conf ID: 43211523″ Live Webcast: Click here URL for international voting numbers in numbers: Click here Baxalta Incorporated (NYSE: BXLT) is a $6 billion global biopharmaceutical leader, development, Development of the production and commercialization of therapies for orphan diseases and underserved hematology conditions, Oncology and Immunology. Driven by a passion to meaningfully influence patients` lives, Baxaltas includes wide and diversified pipeline biologics with new mechanisms and advanced technology platforms such as gene therapy. The Baxalta Global Innovation and Research and Development Centre is located in Cambridge, Massachusetts.