AstraZeneca (AZN) and Alexion Pharmaceuticals (ALXN) have entered into a definitive agreement for AstraZeneca to acquire Alexion. Alexion shareholders will receive $60 in cash and 2.1243 AstraZeneca American Depositary Shares, or ADSs, with each ADS representing one-half of one ordinary share of AstraZeneca, as evidenced by American Depositary Receipts, or ADRs, for each Alexion share. Based on AstraZeneca’s reference average ADR price of $54.14, this implies total consideration to Alexion shareholders of $39B or $175 per share. The boards of directors of both companies have unanimously approved the acquisition. Subject to receipt of regulatory clearances and approval by shareholders of both companies, the acquisition is expected to close in Q3 2021, and upon completion, Alexion shareholders will own about 15% of the combined company. Pascal Soriot, CEO of AstraZeneca, said: “Alexion has established itself as a leader in complement biology, bringing life-changing benefits to patients with rare diseases. This acquisition allows us to enhance our presence in immunology. We look forward to welcoming our new colleagues at Alexion so that we can together build on our combined expertise in immunology and precision medicines to drive innovation that delivers life-changing medicines for more patients.”