Shire’s board said that it is willing to recommend Takeda Pharmaceutical’s revised acquisition offer of £46bn to its shareholders.
As per the revised proposal, Takeda offers to pay nearly £49 per each share of Shire in the form of £21.75 in cash and £27.26 in new Takeda shares.
Prior to this, Takeda had offered to pay £46.50 per each share of Shire, in what was a third offer, made on 13 April.
Upon completion of the transaction, Shire shareholders will own almost 50% of the enlarged company that combines the Irish and Japanese pharma firms.
Shire, in a statement, said: “Shire shareholders would also be entitled to any dividends announced, declared, made or paid by Shire in the ordinary course prior to completion of the possible transaction.”
The new Takeda shares will be listed in both Japan and the US through an ADR program.
Shire’s board said that its recommendation of the revised proposal will be subject to satisfactory resolution of the other terms of Takeda’s offer. These include completion of reciprocal due diligence by Shire on the Japanese company.
The company noted that its board has agreed to extend the deadline of concluding ongoing talks with Takeda till 8 May 2018. The deadline could be further extended though if needed, said the Irish firm.
Takeda has been looking to acquire Shire since late March when it first offered to pay £44 per each share. Since then, the Japanese firm made two more offers, which were rejected by Shire until the newly revised proposal made on 24 April.
Shire had turned down the previous offers made by Takeda, citing that they had undervalued the company, its growth prospects and pipeline.
Takeda has been pursuing Shire with the hope that its acquisition would help it accelerate its transformation into a value-based player in research and development driven biopharmaceuticals.
The company also expects to get a balanced geographic footprint, enhanced financial strength and a modality-diverse pipeline through the merger with Shire.
Earlier this month, Shire entered into a deal to offload its oncology business to France-based Servier for $2.4bn.