0000950103-14-007204.txt : 20141016 0000950103-14-007204.hdr.sgml : 20141016 20141016090040 ACCESSION NUMBER: 0000950103-14-007204 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20141015 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20141016 DATE AS OF CHANGE: 20141016 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Shire plc CENTRAL INDEX KEY: 0000936402 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-29630 FILM NUMBER: 141158880 BUSINESS ADDRESS: STREET 1: HAMPSHIRE INTL BUSINESS PARK STREET 2: CHINEHAM BASINGSTOKE CITY: HAMPSHIRE ENGLAND RG STATE: X0 ZIP: R924 8EP BUSINESS PHONE: 441256894000 MAIL ADDRESS: STREET 1: HAMPSHIRE INTL BUSINESS PARK STREET 2: CHINEHAM BASINGSTOKE CITY: HAMPSHIRE ENGLAND RG STATE: X0 ZIP: R924 8EP FORMER COMPANY: FORMER CONFORMED NAME: Shire Ltd. DATE OF NAME CHANGE: 20080523 FORMER COMPANY: FORMER CONFORMED NAME: Shire plc DATE OF NAME CHANGE: 20051125 FORMER COMPANY: FORMER CONFORMED NAME: SHIRE PHARMACEUTICALS GROUP PLC DATE OF NAME CHANGE: 19980302 8-K 1 dp50238_8k-2.htm FORM 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): October 15, 2014

Shire plc
(Exact name of registrant as specified in its charter)

Jersey, Channel Islands
 (State or other jurisdiction of incorporation)

0-29630
98-0601486
(Commission File Number)
(IRS Employer Identification No.)

5 Riverwalk, Citywest Business Campus, Dublin
24, Republic of Ireland
(Address of principal executive offices)
(Zip code)
   
Registrant's telephone number, including area code
+353 1 429 7700


 (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.f13e-4(c))

 
 
 
 
Item 8.01.
Other Events

Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.


Item 9.01.
Financial Statements and Exhibits

                  (d)  Exhibits.  The following exhibit is filed herewith:

99.1
Press Release dated October 15, 2014

 
 
 
 
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/ T May  
    Name: Tatjana May  
    Title: General Counsel  
 
Dated: October 15, 2014

 
 
 

EXHIBIT INDEX
 
Number
Description
   
99.1
Press Release dated October 15, 2014

 
 
 

EX-99.1 2 dp50238_ex9901.htm 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 OF SUCH JURISDICTION
 
 
For immediate release
15 October 2014

 
Shire plc
 
Statement re: waiver of notice of AbbVie’s Board meeting
 
Shire plc announces that, in order to allow the period of uncertainty for its shareholders, employees and other stakeholders to be reduced, it has agreed to waive the requirement for three business days’ notice for AbbVie’s Board to meet to consider its recommendation of the offer for Shire.
 
 
CONTACTS
 
 
Shire
    
Stephanie Fagan
  
+1 201 572 9581
Jeff Poulton
  
+1 781 482 0945
Sarah Elton-Farr
  
+44 1256 894157
     
FTI Consulting (Media Adviser to the Company)
    
Ben Atwell (London)
  
+44 20 3727 1000
     
Evercore (Financial Adviser to the Company)
    
Francois Maisonrouge
  
+44 20 7653 6000
Edward Banks
    
     
Morgan Stanley (Financial Adviser to the Company)
    
Michele Colocci
  
+44 20 7425 8000
Colm Donlon
    
 
 
 
 
 
Peter Moorhouse (Corporate Broking)
    
     
Deutsche Bank (Financial Adviser to the Company)
    
Nick Bowers (Corporate Broking)
  
+44 20 7545 8000
Ben Lawrence (Corporate Broking)
    
     
Citi (Financial Adviser to the Company)
    
Christopher Hite
  
+1 212 816 1818
     
Goldman Sachs (Financial Adviser to the Company)
    
Raj Shah
  
+44 20 7774 1000

 
A copy of this announcement will be available at www.shire.com.  The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.
 
FURTHER INFORMATION
 
Evercore Partners International LLP (“Evercore”), which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting as financial adviser exclusively for Shire and no one else in connection with the matters referred to in this announcement and will not regard any other person as its client in relation to the matters referred to in this announcement and will not be responsible to anyone other than Shire for providing the protections afforded to clients of Evercore, nor for providing advice in relation to the matters referred to in this announcement.
 
Morgan Stanley & Co. International plc, which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting as financial adviser to Shire and no one else in connection with the matters referred to in this announcement.  In connection with such matters, Morgan Stanley & Co. International plc, its affiliates and its and their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to any other person other than Shire for providing the protections afforded to their clients or for providing advice in connection with the contents of this announcement or any other matter referred to herein.
 
Citigroup Global Markets Limited, which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority, each in the United Kingdom, is acting as financial adviser to Shire and for no one else in connection with the matters set out in this announcement.  In connection with such matters, Citigroup Global Markets Limited, its affiliates and its and their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to anyone other than Shire for providing the protections afforded to its clients or for providing advice in connection with the contents of this announcement or any matter referred to herein.
 
Goldman Sachs International, which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting as financial adviser to Shire and no one else in connection with the matters
 
 
 
 
 
referred to in this announcement. In connection with such matters Goldman Sachs International, its affiliates and its and their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to anyone other than Shire for providing the protections afforded to clients of Goldman Sachs International, or for giving advice in connection with the contents of this announcement or any other matter referred to herein.
 
Deutsche Bank AG is authorised under German Banking Law (competent authority: BaFIN - Federal Financial Supervisory Authority).  Deutsche Bank AG, London Branch is further authorised by the Prudential Regulation Authority and is subject to limited regulation by the Financial Conduct Authority and Prudential Regulation Authority. Deutsche Bank is acting as financial adviser to Shire and no one else in connection with the contents of this Announcement and will not be responsible to anyone other than Shire for providing the protections afforded to its clients or for providing advice in connection with the contents of this Announcement or any matter referred to herein.