Viatris (VTRS)

[DewDiligence]

Viatris merger will close on 11/16/20, now that all regulatory clearances have been obtained:

https://finance.yahoo.com/news/mylan-pfizer-receive-clearance-u-173900232.html

Merger recap:

• Viatris will consist of PFE’s Upjohn (branded-generics) division plus all of MYL. The new company will be domiciled in the US and will have senior management and BoD members from both PFE and MYL.

• The “new” PFE following the merger will be a “pure play” branded-biopharmaceutical company.

• Existing PFE shareholders will receive a tax-free distribution of 1 share of Viatris for each 12 shares of PFE; they will retain their existing PFE shares with a slight reduction in the cost basis for tax purposes. Via the spin-off described above, existing PFE shareholders will own a 57% equity stake in Viatris.

• MYL shares will be converted into Viatris shares on a 1:1 basis, and the transaction will be treated as a fully-taxable sale for US MYL shareholders. (Different tax treatment may apply to MYL shareholders in other countries.) MYL shareholders will own a 43% equity stake in Viatris.

• Viatris will pay “new” PFE a lump-sum $12B in cash.