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.