Attached files
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| 8-K - FORM 8-K - Shire plc | dp22467_8k.htm |
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Exhibit 99.01
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Press Release
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www.shire.com
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Director/PDMR Shareholding
May 9, 2011 – Shire plc (LSE: SHP, NASDAQ: SHPGY), the global specialty biopharmaceutical company announces the following dealings by Persons Discharging Managerial Responsibility (“PDMRs”) in Shire plc Ordinary Shares (“Shares”) and American Depository Shares (“ADSs”). One ADS is equal to three Shares.
Release of Performance Share Awards (“PSA Awards”)
In accordance with the rules of the Portfolio Share Plan (“PSP”), the following Shares and ADSs were released on May 6, 2011 in connection with PSA Awards granted (to Sylvie Gregoire) in 2007 and (to all PDMRs) in 2008 under Part B of the PSP. Upon release, sufficient Shares/ADSs were sold to satisfy the personal tax liabilities of each PDMR. In addition, the Company was notified on May 6, 2011 that certain PDMRs sold the balance of their ADSs upon release of these PSA Awards.
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Type of security
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Number of Shares/ADSs released
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Number of Shares/ADSs sold 1
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Sale price
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Matthew Emmens 2
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ADSs
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23,681
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23,681
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$91.685
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Angus Russell 2
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Shares
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53,935
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22,041
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£18.612
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Tatjana May
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Shares
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23,494
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12,275
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£18.631
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Sylvie Gregoire
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ADSs
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18,319
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18,319
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$91.804
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Michael Cola
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ADSs
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10,215
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4,211
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$91.535
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Barbara Deptula
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ADSs
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7,150
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7,150
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$91.739
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1 Angus Russell, Tatjana May and Michael Cola sold sufficient Shares/ADSs to satisfy their personal tax liabilities and retained their remaining Shares. All other named PDMRs sold sufficient ADSs to satisfy their personal tax liabilities and, in addition, sold the balance of their ADSs upon the release of these PSA Awards.
2 The PSA Awards granted in 2008 to Matthew Emmens and Angus Russell were subject to performance criteria measured over the performance period 2008 to 2010. Based on the performance criteria, 88% of the PSA Awards vested. The PSA Award granted to Mr Emmens in 2008 was made whilst he held the position of Chief Executive Officer of the Company.
Exercise of Stock Appreciation Rights (“SAR Award”)
The Company was notified on May 6, 2011 of the exercise on May 6, 2011 of the following SAR Awards which were granted under Part A of the PSP.
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Type of security
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Number of Shares/
ADSs exercised
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Exercise price
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Number of Shares/ADSs released
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Number of Shares/ADSs sold
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Sale price
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Matthew Emmens 3
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ADS
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125,562
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$49.36
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58,004
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58,004
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$91.597
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Tatjana May
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Shares
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34,000
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£8.645
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18,239
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18,239
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£18.608
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Shares
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40,000
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£10.99
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16,428
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16,428
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£18.608
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Michael Cola
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ADS
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15,000
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$49.36
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6,939
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6,939
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$91.575
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ADS
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19,334
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$64.10
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5,841
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5,841
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$91.575
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ADS
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13,334
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$58.90
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4,783
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4,783
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$91.575
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Barbara Deptula
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ADS
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11,667
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$64.10
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3,502
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3,502
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$91.620
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ADS
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10,334
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$58.90
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3,689
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3,689
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$91.620
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3 The SAR Award granted in 2006 to Matthew Emmens, whilst he held the position of Chief Executive Officer of the Company, was subject to performance criteria measured over the performance period 2006 to 2009. Based on the performance criteria, 99% of the SAR Award vested.
Registered in Jersey, No. 99854, 22 Grenville Street, St Helier, Jersey JE4 8PX
Exercise of Share Options
The Company was notified by Angus Russell and Tatjana May on May 6, 2011, of the exercise, on May 6, 2011, of options over Shares and the sale of the resulting Shares. These options were granted under the 2000 Executive Share Option Scheme on 5 June 2001 and expire on 4 June 2011. The Company was also notified by Michael Cola on May 6, 2011 of the exercise on May 6, 2011, of options over Shares and the sale of the resulting Shares. These options were granted under the 2000 Executive Share Option Scheme on August 1, 2005. Mr Russell, Ms May and Mr Cola chose to use a net settled cashless exercise facility run by the Company.
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Number of Shares granted
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Exercise price
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Number of Shares received
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Number of Shares sold
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Sale price
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Angus Russell 4
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69,213
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£12.57
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22,058
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9,036
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£18.590
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Tatjana May
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19,379
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£12.57
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7,888
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7,888
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£18.580
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Michael Cola
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250,000
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£6.515
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162,337
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162,337
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£18.607
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4 Angus Russell sold sufficient Shares to satisfy his personal tax liabilities and retained the remaining Shares. The performance criteria relating to Angus Russell’s option was fully satisfied.
Sale of Shares/ADSs
The Company was notified on May 6, 2011 by Angus Russell and Barbara Deptula of the sale, on May 6, 2011, of 123,865 Shares and 2,343 ADSs, respectively at an average sale price of £18.51 and $91.20, respectively.
Resulting Interests
After the above transactions, Angus Russell and Matthew Emmens hold the following interests.
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Type of security
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Number of Shares
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SAR Awards
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PSA Awards
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Restricted Shares
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Matthew Emmens
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ADS
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77,069*
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109,735
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-
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6,471
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Shares
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92,874
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-
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-
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-
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Angus Russell
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ADS
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-
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168,742
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121,292
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11,415
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Shares
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74,737
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479,101
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308,068
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37,814
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*It has been drawn to the Company’s attention that the Company’s annual report and accounts for the financial year ended December 31, 2010 incorrectly stated Mr Emmens’ beneficial interest in ADSs as 60,861 as at December 31, 2010. The correct figure was in fact 68,508.
This notification relates to disclosures made in accordance with 3.1.4(R)(1)(a) of the Disclosure and Transparency Rules.
Tony Guthrie
Deputy Secretary
For further information please contact:
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Investor Relations
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Eric Rojas (erojas@shire.com)
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+1 781 482 0999
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Sarah Elton-Farr (seltonfarr@shire.com)
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+44 1256 894157
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Registered in Jersey, No. 99854, 22 Grenville Street, St Helier, Jersey JE4 8PX
Notes to editors
SHIRE PLC
Shire’s strategic goal is to become the leading specialty biopharmaceutical company that focuses on meeting the needs of the specialist physician. Shire focuses its business on attention deficit hyperactivity disorder (ADHD), human genetic therapies (HGT) and gastrointestinal (GI) diseases as well as opportunities in other therapeutic areas to the extent they arise through acquisitions. Shire’s in-licensing, merger and acquisition efforts are focused on products in specialist markets with strong intellectual property protection and global rights. Shire believes that a carefully selected and balanced portfolio of products with strategically aligned and relatively small-scale sales forces will deliver strong results.
For further information on Shire, please visit the Company’s website: www.shire.com.
Registered in Jersey, No. 99854, 22 Grenville Street, St Helier, Jersey JE4 8PX