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Shire plc Form 8-K: Current report, 2016

Shire plc Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2016-12-19: Form 8-K; Period of report 2016-12-19; Description 8.01 Other Events; Details 8.01.
  • 2016-12-02: Form 8-K; Period of report 2016-12-02; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
  • 2016-12-01: Form 8-K; Period of report 2016-12-01; Description 8.01 Other Events; Details 8.01.
  • 2016-11-23: Form 8-K; Period of report 2016-11-23; Description 8.01 Other Events; Details 8.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2016-12-198-K2016-12-198.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp71208_8k.htm
2016-12-028-K2016-12-021.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.dp70790_8k.htm
2016-12-018-K2016-12-018.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp70795_8k.htm
2016-11-238-K2016-11-238.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp70540_8k.htm
2016-11-018-K2016-11-012.02 Results of Operations and Financial Condition2.02 On November 1, 2016, Shire plc issued a press release announcing its financial results for the three month period ended September 30, 2016 which is attached hereto as Exhibit 99.1 and incorporated by reference herein.form8-k912016.htm
2016-10-288-K2016-10-288.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp69871_8k.htm
2016-10-198-K2016-10-198.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp69581_8k.htm
2016-10-048-K2016-10-038.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp69204_8k.htm
2016-09-308-K2016-09-308.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp69162_8k.htm
2016-09-238-K2016-09-231.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
2.03 The information included in Item 1.01 with respect to the Indenture is incorporated by reference into this item.
8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.
dp68873_8k.htm
2016-09-218-K2016-09-191.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 To the extent required, information disclosed in Item 1.01 is incorporated in this Item 8.01 by reference.
dp68792_8k.htm
2016-09-198-K2016-09-168.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp68773_8k.htm
2016-09-028-K2016-09-028.01 Other Events8.01 In connection with its proposed filing of a registration statement on Form S-3, Shire has prepared unaudited pro forma condensed combined statements of income for the year ended December 31, 2015 and the six months ended June 30, 2016.dp68027_8k.htm
2016-09-028-K2016-09-028.01 Other Events8.01 Shire is also hereby updating the Consolidated Financial Statements for the year ended December 31, 2015 and the Unaudited Consolidated Financial Statements for the three months ended March 31, 2016 to reclassify the Amortization of Acquired Intangibles from the Selling, General and Administrative line item and to combine the Royalties line item and the Other Revenues line item into a single Royalties and Other Revenues line item in the Consolidated Statements of Operations, each in a manner consistent with the presentation of such line item in the Unaudited Consolidated Financial Statements for the three and six months ended June 30, 2016.dp68101_8k.htm
2016-09-018-K2016-09-018.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp68375_8k.htm
2016-08-318-K2016-08-318.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp68304_8k.htm
2016-08-228-K2016-08-198.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp68049_8k.htm
2016-08-118-K2016-08-108.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp67889_8k.htm
2016-08-088-K2016-08-088.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp67838_8k.htm
2016-08-038-K2016-08-018.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp67759_8k.htm
2016-08-028-K2016-08-022.02 Results of Operations and Financial Condition2.02 On August 2, 2016, Shire plc issued a press release announcing its financial results for the three month period ended June 30, 2016 which is attached hereto as Exhibit 99.1 and incorporated by reference herein.dp67599_8k.htm
2016-08-018-K2016-07-298.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp67574_8k.htm
2016-07-208-K2016-07-208.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp67304_8k.htm
2016-07-128-K2016-07-118.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp67168_8k.htm
2016-07-118-K2016-07-118.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp67142_8k.htm
2016-07-018-K2016-07-018.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp66955_8k.htm
2016-06-308-K2016-06-308.01 Other Events8.01 Shire plc has issued the press releases attached hereto as Exhibit 99.1 and Exhibit 99.2 which are incorporated by reference herein.dp66887_8k.htm
2016-06-158-K2016-06-158.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp66530_8k.htm
2016-06-148-K2016-06-148.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp66513_8k.htm
2016-06-108-K2016-06-108.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp66455_8k.htm
2016-06-078-K2016-06-078.01 Other Events8.01 Shire plc has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp66389_8k.htm
2016-06-068-K2016-06-068.01 Other Events8.01 Shire plc has issued the press releases attached hereto as Exhibits 99.1 and 99.2 which are incorporated by reference herein.dp66350_8k.htm
2016-06-038-K2016-06-031.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
2.01 As previously disclosed, on January 11, 2016, Shire entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Baxalta and BearTracks, Inc., a Delaware corporation and a wholly-owned subsidiary of Shire (“Merger Sub”), pursuant to which, upon the terms and subject to the conditions thereof, Merger Sub was merged with and into Baxalta (the “Merger”), with Baxalta surviving as a wholly-owned subsidiary of Shire.
2.03 As previously disclosed, on January 11, 2016, Shire entered into the January 2016 Facilities Agreement.
5.02 As previously disclosed, upon completion of the Merger and pursuant to the terms of the Merger Agreement, Gail D. Fosler and Albert P.L. Stroucken, each of whom were members of the board of directors of Baxalta, have been appointed to the board of directors of Shire.
7.01 On June 3, 2016, Shire issued a press release announcing the consummation of the Merger.
a16-12719_28k.htm
2016-06-018-K2016-06-018.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp66212_8k.htm
2016-06-018-K2016-06-018.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp66206_8k.htm
2016-05-278-K2016-05-275.07 Submission of Matters to a Vote of Security Holders5.07 On May 27, 2016, Shire plc (“Shire”) held a general meeting of shareholders (the “General Meeting”) in connection with approval of the resolutions required to implement the proposed merger between Shire, Baxalta Incorporated, and BearTracks, Inc., a wholly owned subsidiary of Shire, which was previously announced in a Current Report on Form 8-K dated January 11, 2016.dp66054_8k.htm
2016-05-238-K2016-05-238.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp65876_8k.htm
2016-05-068-K2016-05-068.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp65592_8k.htm
2016-05-038-K2016-05-038.01 Other Events8.01 Shire plc have issued the press releases attached hereto as Exhibits 99.1 and 99.2 which are incorporated by reference herein.dp65518_8k.htm
2016-04-298-K2016-04-285.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events5.03 On April 28, 2016 the shareholders of Shire plc (the “Company”) adopted new Articles of Association (the “New Articles”) which amended the Company’s current Articles of Association (the “Old Articles”).
5.07 The Company has issued a press release announcing the results of the annual general meeting which is attached hereto as Exhibit 99.1 and incorporated by reference herein.
8.01 The Company has issued a press release which is attached hereto as Exhibit 99.2 and incorporated by reference herein.
dp65302_8k.htm
2016-04-298-K2016-04-292.02 Results of Operations and Financial Condition2.02 On April 29, 2016, Shire plc issued a press release announcing its financial results for the three month period ended March 31, 2016 which is attached hereto as Exhibit 99.1 and incorporated by reference herein.dp65192_8k.htm
2016-04-278-K2016-04-278.01 Other Events8.01 Shire plc have issued the press releases attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp65220_8k.htm
2016-04-198-K2016-04-185.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 The Board of Directors (the “Board”) of Shire plc (“Shire”) announced on April 18, 2016 that Gail D. Fosler and Albert P.L. Stroucken will each join the Board as non-executive directors conditional upon, and to become effective from, the closing of the previously announced acquisition (the “Acquisition”) of Baxalta Inc (“Baxalta”).
7.01 Shire has issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.
dp65032_8k.htm
2016-04-158-K2016-04-158.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp64999_8k.htm
2016-04-118-K2016-04-118.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp64917_8k.htm
2016-04-068-K2016-04-068.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp64844_8k.htm
2016-03-318-K2016-03-318.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp64643_8k.htm
2016-03-318-K2016-03-298.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp64629_8k.htm
2016-03-178-K/A2016-01-229.01 Financial Statements and Exhibitsdp64249_8ka.htm
2016-03-168-K2016-03-168.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp64261_8k.htm
2016-03-148-K2016-03-148.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp64199_8k.htm
2016-03-118-K2016-03-118.01 Other Events8.01 Shire plc have issued the press releases attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp64186_8k.htm
2016-03-038-K2016-03-038.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp64015_8k.htm
2016-03-038-K2016-03-018.01 Other Events8.01 Shire plc have issued the press releases attached hereto as Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3 which are incorporated by reference herein.dp63994_8k.htm
2016-03-018-K2016-02-268.01 Other Eventsdp63878_8k.htm
2016-02-238-K2016-02-238.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp63687_8k.htm
2016-02-178-K2016-02-158.01 Other Events8.01 Shire plc have issued the press releases attached hereto as Exhibit 99.1, Exhibit 99.2, Exhibit 99.3, Exhibit 99.4, Exhibit 99.5, Exhibit 99.6, Exhibit 99.7 and Exhibit 99.8 which are incorporated by reference herein.dp63551_8k.htm
2016-02-128-K2016-02-128.01 Other Events8.01 Shire plc have issued the press releases attached hereto as Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3 which are incorporated by reference herein.dp63475_8k.htm
2016-02-118-K2016-02-112.02 Results of Operations and Financial Condition2.02 On February 11, 2016, Shire plc issued a press release and published a presentation announcing its financial results for the twelve month period ended December 31, 2015 which are attached hereto, respectively, as Exhibit 99.1 and Exhibit 99.2 and are incorporated by reference herein.dp63286_8k.htm
2016-02-108-K2016-02-105.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On February 10, 2016, Shire plc announced that David Kappler will step down from the Board of Directors and the Committees on which he serves with effect from the conclusion of Shire’s Annual General Meeting on April 28, 2016.dp63396_8k-2.htm
2016-02-038-K2016-02-038.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp63209_8k.htm
2016-02-018-K2016-02-018.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp63087_8k.htm
2016-01-288-K2016-01-287.01 Regulation FD Disclosure; 8.01 Other Events7.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.
8.01 Shire plc have also issued the press release attached hereto as Exhibit 99.2 which is incorporated by reference herein.
dp62958_8k.htm
2016-01-228-K2016-01-221.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure1.01 In connection with the acquisition of Dyax Corp., a Delaware corporation (“Dyax”), described in Item 2.01 below, on January 22, 2016, Shire plc, a company incorporated in Jersey (“Shire”), entered into a Contingent Value Rights Agreement (the “CVR Agreement”) with American Stock Transfer & Trust Company, LLC as rights agent.
2.03 which may be used only to finance the purchase price payable in respect of Shire’s proposed acquisition of Dyax (including certain related costs).
7.01 Effective as of January 21, 2016, five subsidiaries of Shire, Shire Biopharmaceuticals Holdings, Shire Global Finance, Shire Pharmaceutical Holdings Ireland Limited, Shire Holding Luxembourg S.à r.l., and Shire Holdings Europe No. 2 S.à r.l. resigned as borrowers under the Revolving and Swingline Facilities Agreement in accordance with the terms set forth therein, the effect of which is that Shire is the only borrower under the Revolving and Swingline Facilities Agreement.
a16-2737_18k.htm
2016-01-118-K2016-01-111.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure1.01 On January 11, 2016, Shire plc, a company incorporated in Jersey ("Shire"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Baxalta Incorporated, a Delaware corporation ("Baxalta") and BearTracks, Inc., a Delaware corporation and a wholly-owned subsidiary of Shire ("Merger Sub"), pursuant to which, upon the terms and subject to the conditions thereof, Merger Sub will be merged with and into Baxalta (the "Merger"), with Baxalta surviving as a wholly-owned subsidiary of Shire.
7.01 On January 11, 2016, Shire and Baxalta issued a joint press release announcing the execution of the Merger Agreement.
a2227083z8-k.htm
2016-01-048-K2016-01-048.01 Other Events8.01 Shire plc have issued the press release attached hereto as Exhibit 99.1 which is incorporated by reference herein.dp62274_8k.htm