Baxalta Shareholders Vote to Approve Combination
2016年5月27日 - 9:59PM
ビジネスワイヤ(英語)
Baxalta Incorporated (NYSE:BXLT) today announced the results of
a vote on the proposals identified in the definitive proxy
statement/prospectus, dated April 18, 2016, at a special meeting of
shareholders held earlier this morning relating to the proposed
combination with Shire plc (LSE: SHP, NASDAQ: SHPG). Baxalta
shareholders approved the definitive merger agreement with Shire,
dated as of January 11, 2016, and the merger transaction, with
approximately 98.9 percent of shares outstanding cast in favor of
the proposal.
Earlier today, Shire shareholders of approximately 93.8 percent
of the votes cast voted in favor of the adoption of the merger
agreement with Baxalta. This represents approximately 75.5 percent
of Shire’s total outstanding shares of common stock as of 8:00 a.m.
(London time) on May 25, 2016, the record date for the special
meeting.
As announced on January 11, 2016, Baxalta and Shire entered into
a definitive merger agreement pursuant to which Shire would acquire
Baxalta in a stock and cash transaction. Baxalta stockholder
approval and Shire shareholder approval are conditions to the
merger. The completion of the transaction remains subject to
certain other closing conditions, but the companies expect that
this transaction will be completed on or about June 3, 2016.
About Baxalta
Baxalta Incorporated (NYSE: BXLT) is a global
biopharmaceutical leader developing, manufacturing and
commercializing therapies for orphan diseases and underserved
conditions in hematology, immunology and oncology. Driven by
passion to make a meaningful impact on patients’ lives, Baxalta’s
broad and diverse pipeline includes biologics with novel mechanisms
and advanced technology platforms such as gene therapy. Launched in
2015 following separation from Baxter International, Baxalta’s
heritage in biopharmaceuticals spans decades. Baxalta’s therapies
are available in more than 100 countries and it has advanced
biological manufacturing operations across 12 facilities, including
state-of-the-art recombinant production and plasma fractionation.
Headquartered in Northern Illinois, with its Global Innovation
Center in Cambridge, Mass., Baxalta employs 17,000 employees
worldwide.
Forward-Looking Statements
This release includes forward-looking statements concerning
Baxalta’s proposed combination with Shire. Such statements are made
of the date that they were first issued and are based on current
expectations, beliefs and assumptions of management.
Forward-looking statements are subject to a number of risks and
uncertainties, many of which involve factors or circumstances that
are beyond Baxalta's control and which could cause actual results
to differ materially from those in the forward-looking statements,
including the following: the inability to complete the proposed
combination with Shire due to failure to satisfy conditions to
completion of the proposed combination; the occurrence of any
event, change or other circumstance that could give rise to the
termination of the merger agreement related to the proposed
combination; the amount of the costs, fees, expenses and charges
related to the proposed combination; the effect of the announcement
of the proposed combination on Baxalta’s client relationships,
operating results and business generally, including without
limitation the ability to retain key employees; the potential
diversion of Baxalta’s management’s attention resulting from the
proposed combination and of the combined company’s management’s
attention resulting from integration issues after the proposed
combination; and other risks identified in Baxalta’s Securities and
Exchange Commission (SEC) filings, all of which are available on
Baxalta’s website, as well as other risks related to the proposed
combination identified in Shire’s respective filings with the SEC.
Baxalta expressly disclaims any intent or obligation to update
these forward-looking statements except as required by law.
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version on businesswire.com: http://www.businesswire.com/news/home/20160527005380/en/
Baxalta Media RelationsGeoffrey Mogilner,
+1-224-940-8619geoffrey.mogilner@baxalta.comorBaxalta Investor
RelationsMary Kay Ladone,
+1-224-940-3371mary.kay.ladone@baxalta.comLorna Williams,
+1-224-940-3511lorna.williams@baxalta.com
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