BRIEF—Allergan shareholders back takeover by AbbVie; stamp duty due

Allergan shareholders have voted to approve the previously-announced proposed acquisition of Allergan by AbbVie.

More than 99% =of the votes cast at both a special court-ordered meeting of shareholders and at an extraordinary general meeting of shareholders were in favor of the transaction, representing (in each case) around 68.6% of the shares outstanding and eligible to be voted at each of the Allergan shareholder meetings held on October 14, 2019 in Dublin, Ireland.

Under the terms of the agreement announced on June 25, 2019, AbbVie will acquire Allergan in a cash and stock transaction for a transaction equity value of approximately $63 billion, based on the closing price of AbbVie's common stock of $78.45 on June 24, 2019.

The transaction is expected to close in early 2020, subject to customary closing conditions and regulatory approvals.

Meantime, according to a report by The Irish Times, AbbVie faces an unexpected 572 million euros ($631.5 million) Irish stamp duty bill in relation to its planned takeover of Dublin-domiciled peer Allergan, the maker of Botox, as a result of measures introduced in Budget 2020.

Although this type of deal – used routinely in takeover deals involving Irish public limited companies – previously got around 1% stamp duty that applies to the sale of shares in Irish companies, Minister for Finance Paschal Donohoe introduced measures that took immediate effect last week that imposed the duty even under a “share cancellation scheme.”