Shire Closes Public Offering of Senior
Notes
Dublin, Ireland –
September 23, 2016 – Shire plc
(LSE: SHP, NASDAQ: SHPG) announced today that its wholly owned
subsidiary, Shire Acquisitions Investments Ireland Designated
Activity Company (“SAIIDAC”), issued $12.1
billion aggregate principal amount of senior notes,
consisting of four series of senior notes:
$3.3 billion 1.900% Senior Notes
due 2019;
$3.3 billion 2.400% Senior Notes due
2021;
$2.5 billion 2.875% Senior Notes due
2023; and
$3.0 billion 3.200% Senior Notes due
2026
Shire has used the net proceeds to fully repay amounts
outstanding under its January 2016
bridge facilities agreement, which were used to finance its
acquisition of Baxalta Incorporated (“Baxalta”). Shire intends to
use the remaining net proceeds for general corporate purposes.
The offering was made only by means of a base prospectus and
related prospectus supplement. Copies of the base prospectus and
final prospectus supplement may be obtained by contacting:
- Barclays Capital Inc. by calling (toll-free from the U.S.) +1
888 603 5847;
- Merrill Lynch, Pierce, Fenner & Smith Incorporated by
calling (toll-free from the U.S.) +1 800 294 1322; or
- Morgan Stanley & Co. LLC by calling (toll-free from the
U.S.) +1 866 718 1649.
An effective registration statement is on file with the U.S.
Securities and Exchange Commission (“SEC”), and a copy of the base
prospectus and related prospectus supplement are also available on
the SEC's website at www.sec.gov.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities nor shall there be
any sale of these securities in any jurisdiction in which such an
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such
jurisdiction.
For further information please
contact:
Investor
Relations |
|
|
Sarah Elton-Farr |
seltonfarr@shire.com |
+44 1256
894157 |
Ian Karp |
ikarp@shire.com |
+1 781
482 9018 |
Robert Coates |
rcoates@shire.com |
+44 1256
894874 |
Media |
|
|
Gwen Fisher |
gfisher@shire.com |
+1 484
595 9836 |
Debbi Ford |
debbi.ford@shire.com |
+1 617 949 9083 |
NOTES TO EDITORS
About Shire
Shire is the leading global biotechnology company focused on
serving people with rare diseases and other highly specialized
conditions. We strive to develop best-in-class products, many of
which are available in more than 100 countries, across core
therapeutic areas including Hematology, Immunology, Neuroscience,
Ophthalmics, Lysosomal Storage Disorders, Gastrointestinal /
Internal Medicine / Endocrine and Hereditary Angioedema; and a
growing franchise in Oncology.
Our employees come to work every day with a shared mission: to
develop and deliver breakthrough therapies for the hundreds of
millions of people in the world affected by rare diseases and other
high-need conditions, and who lack effective therapies to live
their lives to the fullest.
www.shire.com
Forward-Looking Statements
Statements included herein that are not historical facts,
including without limitation statements concerning future strategy,
plans, objectives, expectations and intentions, the anticipated
timing of clinical trials and approvals for, and the commercial
potential of, inline or pipeline products are forward-looking
statements. Such forward-looking statements involve a number of
risks and uncertainties and are subject to change at any time. In
the event such risks or uncertainties materialize, Shire’s results
could be materially adversely affected. The risks and uncertainties
include, but are not limited to, the following:
- Shire’s products may not be a commercial success;
- increased pricing pressures and limits on patient access as a
result of governmental regulations and market developments may
affect Shire’s future revenues, financial condition and results of
operations;
- Shire conducts its own manufacturing operations for certain of
its products and is reliant on third party contract manufacturers
to manufacture other products and to provide goods and
services. Some of Shire’s products or ingredients are only
available from a single approved source for manufacture. Any
disruption to the supply chain for any of Shire’s products may
result in Shire being unable to continue marketing or developing a
product or may result in Shire being unable to do so on a
commercially viable basis for some period of time;
- the manufacture of Shire’s products is subject to extensive
oversight by various regulatory agencies. Regulatory
approvals or interventions associated with changes to manufacturing
sites, ingredients or manufacturing processes could lead to
significant delays, an increase in operating costs, lost product
sales, an interruption of research activities or the delay of new
product launches;
- certain of Shire’s therapies involve lengthy and complex
processes, which may prevent Shire from timely responding to market
forces and effectively managing its production capacity;
- Shire has a portfolio of products in various stages of research
and development. The successful development of these products is
highly uncertain and requires significant expenditures and time,
and there is no guarantee that these products will receive
regulatory approval;
- the actions of certain customers could affect Shire’s ability
to sell or market products profitably. Fluctuations in buying or
distribution patterns by such customers can adversely affect
Shire’s revenues, financial conditions or results of
operations;
- Shire’s products and product candidates face substantial
competition in the product markets in which it operates, including
competition from generics;
- adverse outcomes in legal matters, tax audits and other
disputes, including Shire’s ability to enforce and defend patents
and other intellectual property rights required for its business,
could have a material adverse effect on the combined company’s
revenues, financial condition or results of operations;
- inability to successfully compete for highly qualified
personnel from other companies and organizations;
- failure to achieve the strategic objectives with respect to
Shire’s acquisition of NPS Pharmaceuticals, Inc., Dyax Corp.
(“Dyax”) or Baxalta may adversely affect Shire’s financial
condition and results of operations;
- Shire’s growth strategy depends in part upon its ability to
expand its product portfolio through external collaborations,
which, if unsuccessful, may adversely affect the development and
sale of its products;
- a slowdown of global economic growth, or economic instability
of countries in which Shire does business, as well as changes in
foreign currency exchange rates and interest rates, that adversely
impact the availability and cost of credit and customer purchasing
and payment patterns, including the collectability of customer
accounts receivable;
- failure of a marketed product to work effectively or if such a
product is the cause of adverse side effects could result in damage
to the Shire’s reputation, the withdrawal of the product and legal
action against Shire;
- investigations or enforcement action by regulatory authorities
or law enforcement agencies relating to Shire’s activities in the
highly regulated markets in which it operates may result in
significant legal costs and the payment of substantial compensation
or fines;
- Shire is dependent on information technology and its systems
and infrastructure face certain risks, including from service
disruptions, the loss of sensitive or confidential information,
cyber-attacks and other security breaches or data leakages that
could have a material adverse effect on Shire’s revenues, financial
condition or results of operations;
- Shire incurred substantial additional indebtedness to finance
the Baxalta acquisition, which may decrease its business
flexibility and increase borrowing costs;
- difficulties in integrating Dyax or Baxalta into Shire may lead
to the combined company not being able to realize the expected
operating efficiencies, cost savings, revenue enhancements,
synergies or other benefits at the time anticipated or at all;
and
- other risks and uncertainties detailed from time to time in
Shire’s filings with the SEC, including those risks outlined in
“Risk Factors” and elsewhere in the prospectus supplement related
to the offering, including the registration statement to which the
offering relates and the prospectus contained therein and in “ITEM
1A: Risk Factors” in Shire’s Quarterly Report on Form 10-Q for the
quarter ended June 30, 2016.
All forward-looking statements attributable to us or any person
acting on our behalf are expressly qualified in their entirety by
this cautionary statement. Readers are cautioned not to place undue
reliance on these forward-looking statements that speak only as of
the date hereof. Except to the extent otherwise required by
applicable law, we do not undertake any obligation to update or
revise forward-looking statements, whether as a result of new
information, future events or otherwise.