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Shire To Acquire ViroPharma In Strategic Move To Strengthen Rare Disease Portfolio; Will Augment Already Strong Growth Prospects

DUBLIN and EXTON, Pennsylvania, November 11, 2013 /PRNewswire/ --

Shire plc (LSE: SHP, NASDAQ: SHPG) and ViroPharma Incorporated (NASDAQ: VPHM) today announce that their Boards of Directors have unanimously approved, and the companies have entered into, a merger agreement pursuant to which Shire will acquire all the outstanding shares of the rare disease company ViroPharma for $50 per share in cash, for a total consideration of approximately $4.2 billion.  The $50 per share price in the transaction represents a 27% premium to ViroPharma's closing share price on Friday, November 8, 2013, the last trading day prior to announcement, and a 64% premium to ViroPharma's unaffected share price of $30.47 on September 12, 2013.

ViroPharma is a high growth, rare disease biopharmaceutical company, whose commercial product CINRYZE ® (C1 esterase inhibitor [human]), is a leading brand for the prophylactic treatment of Hereditary Angioedema (HAE).

Shire transaction highlights

  • Excellent strategic fit
  • Expands rare disease portfolio which Shire is strategically committed to strengthen
  • Adds CINRYZE, with growing sales in the prophylactic treatment of HAE, which complements Shire's FIRAZYR ®     (icatibant injection)
  • Enhances Shire's short and long term revenue growth profile
  • Expected annual cost synergies of approximately $150 million by 2015, over and above the improved operating leverage already being driven by the ongoing One Shire reorganization
  • Immediately accretive to Shire's Non GAAP EPS following completion and enhances earnings growth profile
  • Shire expects transaction to deliver ROIC in excess of its weighted average cost of capital
  • Acquisition to be effected by a tender offer and funded from Shire's cash resources and existing and new bank facilities
  • Conference call for investors today (details below)

Shire Chief Executive Officer, Flemming Ornskov MD, comments:

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