8-K

UNITED STATES  

SECURITIES AND EXCHANGE COMMISSION  

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 3, 2018

SHIRE PLC

(Exact name of registrant as specified in its charter)

Jersey, Channel Islands	0-29630	98-0601486
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Block 2, Miesian Plaza, 50-58 Baggot Street Lower, Dublin 2, Republic of Ireland

(Address of principal executive offices)

Registrant’s telephone number, including area code:     +353 1 609 6000

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 8.01. Other Events

Shire plc has issued the press releases attached hereto as Exhibits 99.1, 99.2, 99.3 and 99.4, which are incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits. The following exhibits are filed herewith:

99.1 Press Release dated September 3, 2018

99.2 Press Release dated September 3, 2018

99.3 Press Release dated September 4, 2018

99.4 Press Release dated September 6, 2018

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated September 3, 2018
99.2	Press Release dated September 3, 2018
99.3	Press Release dated September 4, 2018
99.4	Press Release dated September 6, 2018

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Shire plc
By:	/s/ W R Mordan
	Name:	Bill Mordan
	Title:	Company Secretary

Date: September 6, 2018

EX-99.1

EXHIBIT 99.1

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

3 September 2018

Shire plc

(“Shire” or the “Company”)

Rule 2.9 Announcement

In accordance with Rule 2.9 of the City Code on Takeovers and Mergers, the Company confirms that, as at the close of business on 31 August 2018, being the last business day prior to the date of this announcement, it had 921,910,638 ordinary shares of 5 pence each in issue and admitted to trading on the main market of the London Stock Exchange. Shire holds 7,357,283 ordinary shares in treasury. Accordingly, the total number of voting rights in Shire is 914,553,355. The International Securities Identification Number (“ISIN”) for Shire’s ordinary shares is JE00B2QKY057.

Shire has an American Depositary Share (“ADS”) programme for which Citibank, N.A. acts as depositary. One ADS represents three ordinary shares of 5 pence each, with ISIN US82481R1068. The ADSs trade on the NASDAQ Global Select Market.

Enquiries:

Shire plc
Christoph Brackmann (Investor Relations)	+41 41 288 4129
Sun Kim (Investor Relations)	+1 617 588 8175
Katie Joyce (Media)	+1 781 482 2779

EX-99.2

EXHIBIT 99.2

Press Release
www.shire.com

Total Voting Rights

September 3, 2018 - Shire plc (LSE: SHP, NASDAQ: SHPG) (the “Company”), in accordance with 5.6.1R of the Financial Conduct Authority's (the “FCA”) Disclosure Guidance and Transparency Rules, notifies the market of the following:

As at August 31, 2018, the Company’s issued ordinary share capital comprised 914,553,355 ordinary shares of 5 pence each with voting rights and a further 7,357,283 ordinary shares held in treasury.

Therefore, the total number of voting rights in the Company is 914,553,355. This is the figure which should be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.

Sarah Rixon

Company Secretarial Assistant

For further information please contact:

Investor Relations
Christoph Brackmann	christoph.brackmann@shire.com	+41 41 288 41 29
Sun Kim	sun.kim@shire.com	+1 617 588 8175
Scott Burrows	scott.burrows@shire.com	+41 41 288 4195
Media
Katie Joyce	kjoyce@shire.com	+1 781 482 2779

NOTES TO EDITORS

About Shire

Shire is the global biotechnology leader serving patients with rare diseases and specialized conditions. We seek to push boundaries through discovering and delivering new possibilities for patient communities who often have few or no other champions. Relentlessly on the edge of what’s next, we are serial innovators with a diverse pipeline offering fresh thinking and new hope. Serving patients and partnering with healthcare communities in over 100 countries, we strive to be part of the entire patient journey to enable earlier diagnosis, raise standards of care, accelerate access to treatment, and support patients. Our diverse portfolio of therapeutic areas includes Immunology, Hematology, Genetic Diseases, Neuroscience, Internal Medicine, and Ophthalmics.

Championing patients is our call to action - it brings the opportunity - and responsibility - to change people’s lives.

www.shire.com

Registered in Jersey, No. 99854, 22 Grenville Street, St Helier, Jersey JE4 8PX

EX-99.3

EXHIBIT 99.3

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

4 September 2018

Shire plc

(“Shire” or the “Company”)

Rule 2.9 Announcement

In accordance with Rule 2.9 of the City Code on Takeovers and Mergers, the Company confirms that, as at the close of business on 3 September 2018, being the last business day prior to the date of this announcement, it had 921,929,625 ordinary shares of 5 pence each in issue and admitted to trading on the main market of the London Stock Exchange. Shire holds 7,357,283 ordinary shares in treasury. Accordingly, the total number of voting rights in Shire is 914,572,342. The International Securities Identification Number (“ISIN”) for Shire’s ordinary shares is JE00B2QKY057.

Shire has an American Depositary Share (“ADS”) programme for which Citibank, N.A. acts as depositary. One ADS represents three ordinary shares of 5 pence each, with ISIN US82481R1068. The ADSs trade on the NASDAQ Global Select Market.

Enquiries:

Shire plc
Christoph Brackmann (Investor Relations)	+41 41 288 4129
Sun Kim (Investor Relations)	+1 617 588 8175
Katie Joyce (Media)	+1 781 482 2779

EX-99.4

EXHIBIT 99.4

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

6 September 2018

Shire plc

(“Shire” or the “Company”)

Rule 2.9 Announcement

In accordance with Rule 2.9 of the City Code on Takeovers and Mergers, the Company confirms that, as at the close of business on 5 September 2018, being the last business day prior to the date of this announcement, it had 921,946,380 ordinary shares of 5 pence each in issue and admitted to trading on the main market of the London Stock Exchange. Shire holds 7,357,283 ordinary shares in treasury. Accordingly, the total number of voting rights in Shire is 914,589,097. The International Securities Identification Number (“ISIN”) for Shire’s ordinary shares is JE00B2QKY057.

Shire has an American Depositary Share (“ADS”) programme for which Citibank, N.A. acts as depositary. One ADS represents three ordinary shares of 5 pence each, with ISIN US82481R1068. The ADSs trade on the NASDAQ Global Select Market.

Enquiries:

Shire plc
Christoph Brackmann (Investor Relations)	+41 41 288 4129
Sun Kim (Investor Relations)	+1 617 588 8175
Katie Joyce (Media)	+1 781 482 2779