Takeda Pharmaceutical has reached an agreement to acquire Shire after raising its offer for the rare disease drug company.
Under the cash and stock agreement, Osaka, Japan-based Takeda will pay $30.33 in cash for each share of Shire (NASDAQ: SHPG). Shire shareholders will also receive 0.839 new Takeda shares or 1.678 Takeda American Depository Shares, shares of a foreign-based company that can be purchased on a U.S. stock exchange. Those shares will be listed on the New York Stock Exchange. The deal values Shire, based in Dublin, Ireland, at approximately $62 billion. When the deal closes, Takeda shareholders would hold approximately 50 percent of the combined company.
Takeda confirmed its pursuit of Shire in late March. Takeda had pitched a potential tie-up as complementary to its core therapeutic areas of oncology, gastrointestinal disease, and neuroscience. Shire focuses on rare diseases, and the company’s sale of its cancer business to Servier last month was viewed by some as a move to slim down in preparation of a merger.
In its announcement Tuesday, Takeda noted that the combined company would have a significantly increased presence in the U.S., the largest pharmaceuticals market in the world. Takeda added that Shire’s drug portfolio would benefit from greater exposure in Japan and emerging markets. The combined company will be headquartered in Japan, but Takeda said it will boost its research and development presence in the Boston area, where both companies have sites. Shire’s U.S. headquarters is in Lexington, MA. Takeda Oncology is based in Cambridge, MA.
Takeda is taking on debt to complete the transaction. The company has secured $30.85 billion in bank financing to pay Shire shareholders the cash portion of the deal. The acquisition has been approved by the boards of both companies but still needs the approval of shareholders and regulators. The companies expect the deal to close in the first half of next year.
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