Pfizer and Allergan sign definitive merger agreement

Transaction expected to close in second half of 2016

Pfizer announced that Board of Directors of both, Pfizer Inc. and Allergan plc have unanimously approved, and the companies have entered into, a definitive merger agreement under which Pfizer will combine with Allergan, in a stock transaction currently valued at $363.63 per Allergan share, for a total enterprise value of approximately $160 billion, based on the closing price of Pfizer common stock of $32.18 on 20 November 2015.

Allergan shareholders will receive 11.3 shares of the combined company for each of their Allergen shares, and Pfizer stockholders will receive one share of the combined company for each of their Pfizer shares.

Under the terms of the proposed transaction, the businesses of Pfizer and Allergan will be combined under Allergan plc, which will be renamed Pfizer plc. The companies expect that shares of the combined company will be listed on the New York Stock Exchange and trade under the PFE ticker. Upon the closing of the transaction, the combined company is expected to maintain Allergan's Irish legal domicile. Pfizer plc will have its global operational headquarters in New York and its principal executive offices in Ireland.

The transaction is expected to close in the second half of 2016.

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