DUBLIN, January 15, 2014 /PRNewswire/ --
Shire plc (LSE: SHP, NASDAQ: SHPG) announces that it has waived
the Office of Fair Trading (OFT) approval condition to the
announced tender offer for all of the outstanding shares of
ViroPharma Incorporated (NASDAQ: VPHM).
As a result of the waiver, the transaction is no longer
conditional on OFT approval, and Shire expects to complete the
tender offer on January 24, 2014
following the currently scheduled expiration time, subject to the
satisfaction of all of the remaining conditions to the tender
offer. The waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976 (HSR) expired on December 10, 2013.
The tender offer is scheduled to expire at midnight,
New York City time, on
Thursday, January 23, 2014 (one
minute after 11:59 p.m., New York City time, on January 23, 2014).
NOTES TO EDITORS
Shire enables people with life-altering conditions to lead
better lives.
Our strategy is to focus on developing and marketing innovative
specialty medicines to meet significant unmet patient needs.
We provide treatments in Neuroscience, Rare Diseases,
Gastrointestinal, Internal Medicine and Regenerative Medicine and
we are developing treatments for symptomatic conditions treated by
specialist physicians in other targeted therapeutic areas.
http://www.shire.com
ADDITIONAL INFORMATION AND WHERE TO FIND IT
This announcement is for informational purposes only and does
not constitute an offer to purchase or a solicitation of an offer
to sell ViroPharma common stock. The offer to buy ViroPharma common
stock is being made pursuant to a tender offer statement (including
the offer to purchase, letter of transmittal and other related
tender offer materials) filed by Shire Pharmaceutical Holdings
Ireland Limited (SPHIL) and a subsidiary of SPHIL with the U.S.
Securities and Exchange Commission (SEC) on November 25, 2013. In addition, on
November 25, 2013, ViroPharma filed
with the SEC a solicitation/recommendation statement on Schedule
14D-9 with respect to the tender offer. Investors and
security holders are urged to read both the tender offer statement
and the solicitation/recommendation statement as they contain
important information, including the terms and conditions of the
tender offer, that should be read carefully before any decision is
made with respect to the tender offer. Investors and security
holders may obtain a free copy of these materials and other
documents filed by SPHIL and ViroPharma with the SEC at the website
maintained by the SEC at http://www.sec.gov/. The tender offer
statement and related materials, and the
solicitation/recommendation statement, may also be obtained for
free by contacting the information agent for the offer, MacKenzie
Partners, Inc., at (212) 929-5500 or toll-free at (800)
322-2885.
Copies of these materials and any documentation relating to the
tender offer are not being, and must not be, directly or
indirectly, mailed or otherwise forwarded, distributed or sent in,
into or from any jurisdiction where to do so would be unlawful.
FORWARD - LOOKING STATEMENTS
Statements included in this announcement that are not historical
facts are forward-looking statements. 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, that:
- Shire's proposed acquisition of ViroPharma may not be
consummated due to the occurrence of an event, change or other
circumstances that gives rise to the termination of the merger
agreement;
- a governmental or regulatory approval required for the proposed
acquisition of ViroPharma may not obtained, or may be obtained
subject to conditions that are not anticipated, or another
condition to the closing of the proposed acquisition may not be
satisfied;
- ViroPharma may be unable to retain and hire key personnel
and/or maintain its relationships with customers, suppliers and
other business partners pending the consummation of the proposed
acquisition by Shire, or ViroPharma's business may be disrupted by
the proposed acquisition, including increased costs and diversion
of management time and resources; and
- difficulties in integrating ViroPharma 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 or ViroPharma's filings with the U.S. Securities and
Exchange Commission, including their respective most recent Annual
Reports on Form 10-K.
For further information please
contact:
Investor Relations
Eric Rojas, erojas@shire.com,
+1-781-482-0999
Sarah Elton-Farr, seltonfarr@shire.com,
+44-1256-894157
Media
Jessica Mann, jmann@shire.com,
+44-1256-894-280
Gwen Fisher,
gfisher@shire.com, +1-484-595-9836
