Biotech Values

[mouton29]

Quiz re ABT’s pharma successor company being a buyout target

I'm not sure it is accurate to say that the article overlooked the following but it is worth mentioning. It is not one of my areas of focus, but a tax-free spin-off can become taxable to the distributing corporation (and this can trigger $ billions in tax) if pursuant to a plan, one or more persons acquire control (more than 50%) of the distributing or distributed corporation (here, either of the medical products or prescription drug companies). However, there are a number of safe harbors, one of the most generous of which is that a plan won't be found to exist if there were was no "agreement, understanding, arrangment, or substantial negotiations" regarding the later acqusition during the two year period ending on the date of the spin-off." And "substantial negotiations" is defined to require discussions of significant economic terms (such as exchange ratios) by officers or directors. So in practice, this may not be much of a constraint.