According to the law firm press release, the complaint alleges that during the Class Period AbbVie, an Illinois-based biopharmaceutical company, and defendant made fraudulent material misrepresentations and omissions regarding a proposed business combination of Shire and AbbVie (the "Combination"), pursuant to a cooperation agreement, whereby AbbVie would merge with and into Shire, and reincorporate in Ireland. Among other things, the complaint alleges that defendants materially misrepresented or failed to disclose the following adverse facts: (i) that the Combination was based on various strategic rationales; and (ii) that the expected tax benefit as a result of reincorporation in Ireland (a practice known as a tax inversion) was "not the primary rationale" for the Combination.
On October 14, 2014, when the U.S. Department of Treasury announced a change in the treatment of tax inversions, AbbVie announced it was reconsidering the Combination. Following this disclosure, the price of Shire's Securities dropped $74.80 per share, more than 30%, from a closing price of $244.57 on October 14, 2014 to a closing price of $170.49 per share on October 15, 2014. On October 21, 2014, AbbVie announced that it had agreed to terminate the proposed Combination and would be required to pay Shire the hefty $1.64 billion termination fee pursuant to the cooperation agreement.
On February 4, 2015, the Court issued an Order appointing lead plaintiff and approving lead counsel.
On March 29, 2016, the Court issued an Order granting Defendants' motion to dismiss. Plaintiffs were given leave to amend their complaint. An amended complaint was filed on May 2, 2016.