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Thursday, Apr 7 2016

Full Issue

Allergan CEO: New Inversion Rules 'Capricious,' 'Un-American'

The Obama administration announced the new regulations aimed at companies shedding their U.S. corporate citizenship for lower taxes on Monday, derailing a proposed $152 billion deal between Pfizer and Allergan.

Allergan Chief Executive Brent Saunders criticized as 鈥渦n-American鈥 and 鈥渃apricious鈥 the new Treasury Department rules that scuttled the drug company鈥檚 $150 billion tie-up with Pfizer Inc. 鈥淭he rules are focused on the wrong thing: Our government should be focused on making America competitive on a global stage, not building a wall locking companies into an uncompetitive tax situation,鈥 Mr. Saunders said in an interview. (Rockoff, 4/6)

Allergan CEO Brent Saunders said Wednesday that the Treasury Department actions that led his pharmaceutical company and Pfizer to terminate their proposed merger are 鈥渁 bit un-American.鈥 鈥淲e built this deal around the law, regulations, all the notices that were put out by the Treasury, and it was a highly legal construct. We followed the rules that Congress had set for companies looking to move to a foreign domicile,鈥 Saunders said in an interview on CNBC. (Jagoda, 4/6)

A day after the Obama administration limited the ability of U.S. companies to do international deals to lighten their tax burdens, Pfizer Inc. and Allergan PLC terminated their planned $150 billion merger and other companies around the globe raced to assess the impact of the new rules. The new Treasury Department rules鈥攖he third such attempt to rein in a spate of so-called tax-inversion deals鈥攄rew swift condemnation from Allergan Chief Executive Brent Saunders, who criticized them as 鈥渦n-American鈥 and 鈥渃apricious.鈥 (Rubin and Rockoff, 4/6)

U.S. tax rules are more difficult to sue over than other regulations that emanate from Washington, presenting a challenge to anyone considering a lawsuit over an Obama administration plan to discourage deals known as inversions, tax lawyers say. Business trade groups have frequently gone to court since President Barack Obama took office in 2009 to try to block rules about the environment, health or labor unions, but taxes are different because of a law that generally bars suits until a tax is assessed, the lawyers said in interviews this week. (Ingram, 4/6)

President Barack Obama scored a victory this week when Pfizer scrapped a $160 billion overseas deal that would have kept a chunk of the drugmaker's profits beyond the U.S. tax man's reach. But recent, aggressive federal actions that discouraged Pfizer Inc.'s combination with another drugmaker, Allergan PLC, won't stop all so-called inversions, or deals that end with a company relocating to another country 鈥 at least on paper 鈥 and trimming its U.S. tax bill in the process. Tax and legal experts say these deals, which have come under growing criticism from politicians, will remain attractive to some companies until the U.S. pursues a massive tax law overhaul. ... Inversions have become particularly popular in health care. (4/6)

Pfizer needs a Plan C. Two years ago, the pharmaceutical giant tried 鈥 and failed 鈥 to take over the British rival AstraZeneca in a bid to become the world鈥檚 largest drug company and lower its tax bill in the process. On Wednesday, Pfizer said another big overseas merger had failed, this time a $152 billion merger with Allergan, after the Obama administration introduced rules that would make the deal much less attractive. Now, Pfizer finds itself at yet another crossroads. (Thomas and Bray, 4/6)

Three Pfizer Inc. executives will each receive $1 million cash awards tied to the drugmaker鈥檚 combination with Allergan Plc even after that $160 billion deal was terminated. (Ritcey and Melby, 4/6)

The end of the health-care industry鈥檚 biggest ever merger may also be the beginning of another round of deal-making for Allergan Plc. (Gokhale and Hallam, 4/6)

The collapse of one pharmaceutical mega-merger could beget many smaller deals - at least that is the hope of biotech investors. Shares of the beaten-up biotech sector rallied on Wednesday as U.S. drugmaker Pfizer Inc and Ireland-based Allergan Plc called off their $160 billion merger after new U.S. Treasury rules aimed at curbing tax-cutting inversion deals. (Krauskopf, 4/6)

This is part of the Morning Briefing, a summary of health policy coverage from major news organizations. Sign up for an email subscription.
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