Form 8-K Shire plc For: Apr 18
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 18, 2018
SHIRE PLC
(Exact name of registrant as specified in its charter)
| Jersey, Channel Islands | 0-29630 | 98-0601486 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
Block 2
Miesian Plaza
50-58 Baggot Street Lower
Dublin 2
Republic
of Ireland
(Address of principal executive offices)
Registrant’s telephone number, including area code: +353 1 609 6000
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events
Shire plc has issued the press releases attached hereto as Exhibit 99.1 and 99.2 which are incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits. The following exhibits are filed herewith:
99.1 Press Release dated April 18, 2018
99.2 Press Release dated April 18, 2018
EXHIBIT INDEX
Exhibit No. |
Description | |
| 99.1 | Press Release dated April 18, 2018 | |
| 99.2 | Press Release dated April 18, 2018 | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Shire plc | ||
| By: | /s/ W R Mordan | |
| Name: | Bill Mordan | |
| Title: | Company Secretary | |
Date: April 18, 2018
Exhibit 99.1
| Press Release |
|
| www.shire.com |
Shire to announce first quarter 2018 results
Dublin, Ireland – April 18, 2018 – Shire plc (LSE: SHP, NASDAQ: SHPG), will announce first quarter 2018 earnings on Thursday April 26, 2018.
| Results press release will be issued at: | 12:00 BST / 07:00 EDT |
| Investor conference call time: | 14:00 BST / 09:00 EDT |
Live conference call for investors:
Flemming Ornskov, MD, M.P.H., Chief Executive Officer and Thomas Dittrich, Chief Financial Officer will host the investor and analyst conference call at 9:00 am EDT / 14:00 BST.
The details of the conference call are as follows:
| UK dial in: | 0800 358 9473 or +44 333 300 0804 |
| US dial in: | 1 855 857 0686 or 1 631 913 1422 |
| International Access Numbers: | Click here |
| Password/Conf ID: | 83293759 # |
| Live Webcast: | Click here |
Replay:
A replay of the presentation will be available for two weeks by phone and by webcast for three months. Replay information can be found on the Investor Relations section of Shire’s website at http://investors.shire.com/.
For further information please contact:
| Investor Relations | ||
| Christoph Brackmann | [email protected] | +41 795 432 359 |
| Sun Kim | [email protected] | +1 617 588 8175 |
| Robert Coates | [email protected] | +44 203 549 0874 |
| Media | ||
| Katie Joyce | [email protected] | +1 781 482 2779 |
About Shire
Shire is the global leader in serving patients with rare diseases. We strive to develop best-in-class therapies across a core of rare disease areas including hematology, immunology, genetic diseases, neuroscience, and internal medicine with growing therapeutic areas in ophthalmics and oncology. Our diversified capabilities enable us to reach patients in more than 100 countries who are struggling to live their lives to the fullest.
We feel a strong sense of urgency to address unmet medical needs and work tirelessly to improve people’s lives with medicines that have a meaningful impact on patients and all who support them on their journey.
www.shire.com
Registered in Jersey, No. 99854, 22 Grenville Street, St Helier, Jersey JE4 8PX
Exhibit 99.2
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.
18 April 2018
Shire plc (“Shire” or the “Company”)
Rule 2.9 Announcement
In accordance with Rule 2.9 of the City Code on Takeovers and Mergers, the Company confirms that, as at the close of business on 17 April 2018, being the last business day prior to the date of this announcement, it had 919,649,267 ordinary shares of 5 pence each in issue and admitted to trading on the main market of the London Stock Exchange. Shire holds 7,357,283 ordinary shares in treasury. Accordingly, the total number of voting rights in Shire is 912,291,984. The International Securities Identification Number (“ISIN”) for Shire’s ordinary shares is JE00B2QKY057.
Shire has an American Depositary Share (“ADS”) programme for which Citibank, N.A. acts as depositary. One ADS represents three ordinary shares of 5 pence each, with ISIN US2481R1068. The ADSs trade on the NASDAQ Global Select Market.
Enquiries:
Shire plc
| Christoph Brackmann (Investor Relations) | +41 795 432 359 |
| Sun Kim (Investor Relations) | +1 617 588 8175 |
| Katie Joyce (Media) | +1 781 482 2779 |