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Allergan-Pfizer合并给予Pharma A生长注射
The $160 billion all-stock deal is the largest-ever tax inversion and pharmaceutical sector merger.
什么兜售Botox，泵出伟哥并节省税务？新辉瑞公司于11月下旬通过同意购买了1600亿美元的全体股票交易，以1600亿美元的价格购买了同行allergan，卷入了最富有的药品。待定的合并 - 迄今为止最大的税收反演 - 将通过市场资本化创建世界第四大公司，占3500亿美元。
New York–based Pfizer agreed to pay $363.63 a share for Allergan, a 30 percent premium on Allergan’s stock price as of October 28. In return, it will gain an Irish tax domicile: Allergan has dual headquarters in the New York suburb of Parsippany–Troy Hills, New Jersey, and in Dublin, where the merged business will be based under the Pfizer name.
据投资银行和咨询公司介绍，税收预计将于2016年至2016年秋季迁至2016年，预计将于2016年至2016年迁至爱尔兰。投资银行和咨询公司的公司率将认为其公司利率下降约25％至低于20％。Evercore ISI。But in the U.S.tax inversions have grown politically unpalatable。President Barack Obama has called them “unpatriotic,” and the Department of the Treasury has brought in rules intended to curb such transactions, the latest of which it unveiled in November.
Pfizer-Allergan is probably safe for now, though. Allergan will own about 43 percent of the business, so the deal skirts the Treasury’s 60 percent threshold for ownership of a new, foreign company by its old U.S. parent.
Pfizer chair and CEO Ian Read, who will head the combined enterprise, has tried to shift attention away from the inversion debate. “This deal is not just about tax benefits,” Read, 62, asserted in late November on CNBC’sSquawk on the Street。“这笔交易是关于伟大的特许经营权。”
Both pharma heavyweights in their own right, Allergan and Pfizer aren’t exactly cut from the same cloth. Research and development powerhouse Pfizer is home to such name brands as cholesterol drug Lipitor, antidepressant Zoloft and Viagra, the infamous blue pill for erectile dysfunction. As for Allergan, just a year ago it was Actavis, an acquisitive specialist in off-patent drugs that chief executive Brenton Saunders described as “having that generic DNA” in anearly-2015 interview with亚博赞助欧冠。Saunders gave the company some brand-name cachet bybuying Allergan, maker of cosmeceuticals Botox and Latisse, for $66 billion in March 2015. The combined company kept the Allergan name and Irish tax status; Saunders kept the CEO post. In his latest deal he is expected to be president and chief operating officer of Pfizer.
That July, Allergan sold its generics business to Israel’s Teva Pharmaceuticals for $40.5 billion to pay off debts incurred from its 18-month spree of takeovers. That leaves Allergan to focus on its bevy of name brands, which complement Pfizer’s top sellers and R&D pipeline.
After a dip in the wake of the deal announcement, Pfizer’s and Allergan’s stocks edged back upward, to roughly $33 and $315, respectively, as of early December. Once the transaction closes, Allergan investors will receive 11.3 shares in the new company for each existing share. For Pfizer shareholders, it’ll be a one-to-one trade.
“Given the nature of the deal, there’s probably potential for a very large share buyback,” saysAaron (Ronny) Gal，纽约桑福德C.伯恩斯坦＆Co.的专业药品分析师。“在我们的模型中，2018年联合公司的股票将达到每股3美元的收益。”
该合并还将为所涉及的银行产生主要股息。JPMORGAN CHASE＆Co.和摩根士丹利支架在160万美元之间分配在ZHARERGAN＆Co.代表辉瑞公司，中心审查合作伙伴，高盛集团，古根海姆证券及MOELIS的工作＆Co。将达到1.2亿美元和1.5亿美元。— Anne Szustek
Follow Anne Szustek’sblog在推特上@the59thStBridge。
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