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Question: From the FORM S-4 of SHIRE PLC ( related to the merger between Shire Baxalta ) , find the information ( answer ) for the given questions...
Question:
From the FORM S-4 of SHIRE PLC ( related to the merger between Shire & Baxalta ) , find the information ( answer ) for the given questions :
Questions Business Combination :
1-Valuation:
a)What is the amount of exchange ratio?
b) What valuation methods were used to determine the purchase price?
c)What valuation method was used to value the target company? If the discounted cash flow (DCF) method was used to value the business combination, what amount was assigned to terminal value?
d)If DCF analysis was used, what was the length of forecast period? What were the years?
e)Valuation of synergies.
f)What was the estimated stand-alone value of the target company?
g) What was the estimated stand-alone value plus expected synergies resulting from cost savings and revenue increases.
h)What discount rate was used to calculate the present value of future cash flows?
i)Who prepared the valuation and fairness opinion letter(s)?
j) What did the fairness opinion letter(s) say about the proposed combination, exchange ratio, and the asking price?
k) What accounting adjustments were made to the target company's assets and liabilities presented in the pro forma financial information?
l) Why is pro forma information presented in merger proxy statements (DEF 14A) and registration statements (S-4)?
2-What is the name for the new company after the acquisition?
3- What reasons are given for the merger/acquisition?2-From the information available, what are the financial reporting implications of the merger/acquisition?
a)Are pro forma financial statements presented?
b)What amount of goodwill is recorded?
4-Synergies.
a)What types of synergies were described in the proposed merger?
5-Proposed purchased price and fees.
a)What is the amount of direct acquisition cost? List the components of the direct acquisition costs.
b)What is the amount stock issuance costs or any other additional costs?
All the answer may be found in the S4 of Shire that include the merger of Baxalta , I suppose to answer these questions from the S4 .
You can find it in the following link
http://otp.investis.com/clients/us/shire1/SEC/sec-show.aspx?Type=html&FilingId=11318308&CIK=0000936402&Index=10000
