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Anatomy Of A Merger: Grit Helps Shire Seal $32B Baxalta Buy

Law360, New York (June 7, 2016, 4:57 PM EDT) -- Kirkland & Ellis LLP client Baxalta Inc. was celebrating its second day as a public company after being spun out from Baxter International Inc. when the rare-disease focused biotechnology company was hit with a multibillion-dollar unsolicited takeover proposal from a deal-hungry pharmaceutical giant.

Dublin-headquartered Shire PLC, which was flush with cash after the first wave of inversion regulations dashed its $55 billion combination with AbbVie Inc., had set it sights on Baxalta as part of a greater push to expand its pipeline of rare-disease treatments. But for the freshly spun-out company, weighing a cross-border takeover proposal presented seemingly insurmountable challenges concerning the...

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