Sign in Subscribe
Information technology services industry

Alexion Pharmaceuticals Shareholders Approve Acquisition by AstraZeneca

Strategic Insights

— 1 min read

Alexion Pharmaceuticals, a Delaware-based biotech company, held its special meeting of stockholders on May 11, 2021, where shareholders overwhelmingly voted to adopt the agreement to be acquired by AstraZeneca PLC. The acquisition, announced earlier in the year, is expected to accelerate the combined company's ability to develop and provide access to life-changing medicines for patients with rare and devastating diseases worldwide.

Key Takeaways:

  • The proposal to adopt the Merger Agreement, dated as of December 12, 2020, was approved by 160,441,094 votes in favor, with 187,257 votes against and 109,911 abstentions.
  • A total of 160,738,262 shares of common stock were present at the special meeting, constituting a quorum for the purpose of the special meeting.
  • The non-binding, advisory vote to approve the compensation that may be paid or become payable to Alexion's named executive officers received 150,361,845 votes in favor, 9,447,868 votes against, and 928,549 abstentions.
  • The proposed adjournment of the special meeting, if necessary or appropriate, was not required due to the adoption of the Merger Proposal.
  • The acquisition is expected to close in the third quarter of 2021, subject to receipt of additional regulatory clearances.
  • Alexion Pharmaceuticals' Chief Executive Officer, Ludwig Hantson, Ph.D., expressed his satisfaction with the shareholder vote, stating that the transaction will accelerate the combined company's ability to develop and provide access to life-changing medicines.

Statistics:

  • 220,912,612 shares of common stock were issued and outstanding as of March 30, 2021, the record date of the special meeting.
  • 160,738,262 shares of common stock were present at the special meeting, representing a 72.5% ownership stake.
  • A total of 160,441,094 votes were cast in favor of the Merger Proposal, representing 99.9% of the votes cast.
  • 187,257 votes were cast against the Merger Proposal, representing 0.1% of the votes cast.
  • 109,911 shareholders abstained from voting on the Merger Proposal.

Sources:

  • Form 8-K filing with the Securities and Exchange Commission on May 11, 2021.
  • "Alexion Pharmaceuticals, Inc. Reports the Outcome of Its Special Meeting of Shareholders" press release, dated May 11, 2021.
  • Alexion Pharmaceuticals, Inc.'s definitive merger proxy statement on Schedule 14A, filed with the Securities and Exchange Commission on April 13, 2021.

Read more