Pfizer Inc. (NYSE: PFE) today announced that it has combined operations with King Pharmaceuticals, Inc. On February 28, 2011, Pfizer completed its acquisition of King through the merger of its wholly owned subsidiary, Parker Tennessee Corp., with and into King. King is now a wholly owned subsidiary of Pfizer. Under the terms of the transaction, each outstanding share of King common stock has been converted into the right to receive $14.25, net in cash (without interest and less any required holding taxes). Prior to the merger, Parker Tennessee Corp. acquired approximately 92.5% of the outstanding King shares through a tender offer. Effective as of the close of trading yesterday, King common stock ceased trading on the New York Stock Exchange.
"With the addition of King's talented colleagues and innovative products and technology, Pfizer will offer patients who are in need of pain relief and pain management a broader spectrum of treatment options," said Ian Read, Pfizer president and chief Executive officer. "Pfizer's expanded portfolio also includes King's Meridian auto- injector business for emergency drug delivery, which develops and manufactures the EpiPen®, and its Alpharma animal health business, both of which are complementary to and aligned with Pfizer's existing businesses."
We believe we are in a position to quickly capitalize on the benefits offered by the combination with King, including a strengthened portfolio, immediate incremental revenues and an anticipated contribution to steady earnings growth and shareholder value."
Pfizer continues to expect the transaction to be accretive to its adjusted diluted earnings per share by approximately $0.02 annually in 2011 and 2012, and approximately $0.03 - $0.04 annually from 2013 through 2015, and to yield initial cost savings from operating expenses of at least $200 million, which are expected to be fully realized by the end of 2013.
Pfizer has appointed American Stock Transfer & Trust Company, LLC as paying agent for payment of the merger consideration. Additional information will be mailed to King registered shareholders outlining the steps to be taken to obtain the merger consideration. Shareholders do not need to take any action regarding their shares until contacted by the paying agent.
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