Health Care, Law, and Manufacturing

Irish High Court approves Perrigo-Elan acquisition

December 16, 2013
| By Pete Daly |
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Perrigo Company of Allegan and Elan Corporation, plc of Dublin have announced that the Irish High Court has approved Perrigo's pending acquisition of Elan.

In July, Perrigo (NYSE: PRGO) and Elan (NYSE: ELN) entered into a transaction agreement whereby Perrigo agreed to acquire Elan through the formation of a new Irish holding company that has since been renamed Perrigo Company, plc or New Perrigo.

The companies said last week the acquisition of Elan will be effected by a "scheme of arrangement" under Irish law, and, in connection with the acquisition, a subsidiary of New Perrigo will merge with and into Perrigo.

Following the consummation of these transactions, both Perrigo and Elan will be wholly owned subsidiaries of New Perrigo, which will be legally incorporated and domiciled in Dublin.

The parties have now obtained all regulatory approvals required to complete the transaction.

The closing remains subject to the satisfaction of other customary closing conditions and is expected to occur on Dec. 18.

Perrigo chairman/president and CEO Joseph C. Papa said, “We are pleased with the Irish High Court's approval of the scheme of arrangement and expect the transaction to close on Dec. 18th.”

Stock listings

Perrigo shares will continue on the New York Stock Exchange until the end of the day Dec. 18 and on the Tel Aviv Stock Exchange until 9:30 a.m. EST on Dec. 19.

Trading of Elan ordinary shares will continue on the Irish Stock Exchange until the end of the day Dec. 17, and trading of Elan American Depositary Shares will continue on the New York Stock Exchange until the end of the day Dec. 18.

The delisting of Elan ordinary shares from the Irish Stock Exchange and Elan American Depositary Shares from the New York Stock Exchange will be effective following the close of trading in those respective markets on Dec. 18.

New Perrigo trading

The ordinary shares of New Perrigo are expected to commence trading under the ticker symbol PRGO on the New York Stock Exchange on Dec. 19 and the Tel Aviv Stock Exchange on Dec. 22.

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