Baxter Announces Effectiveness of Baxalta Form 10 Registration Statement

Baxter International Inc. BAX, announced today that the Registration Statement on Form 10 filed by Baxalta Incorporated has been declared effective by the Securities and Exchange Commission (SEC) (available at www.baxter.com/transition). The Registration Statement on Form 10 includes information regarding the business and spin-off of Baxalta, which is expected to be complete on July 1, 2015. On June 5, 2015, the Baxter board of directors approved the planned separation of Baxter and Baxalta and declared a special dividend distribution of 80.5 percent of the outstanding shares of Baxalta common stock to Baxter shareholders, with Baxter retaining the remaining shares. For each share of Baxter common stock held of record as of the close of business on June 17, 2015, Baxter shareholders will receive one share of Baxalta common stock. The special dividend is expected to be paid on July 1, 2015. There is no current market for Baxalta common stock. The New York Stock Exchange (NYSE) has advised that beginning on June 15, 2015, Baxalta stock will begin trading on a ''when-issued'' basis under the symbol ''BXLT WI.'' When-issued trading will continue until the special dividend distribution is complete. In addition, starting June 15, 2015, Baxter common stock is expected to trade on the NYSE in both ''regular way'' (''BAX'') and ''when-issued'' markets (''BAX WI''). Shares trading under ''BAX'' will carry the right to receive shares of Baxalta common stock, if held as of the close of business on June 17, 2015, the record date of the distribution. Shares trading under ''BAX WI'' will not carry the right to receive shares of Baxalta common stock as part of the distribution. If shares of Baxter common stock are sold in the ''regular-way'' market after June 15, 2015, but before the distribution date, the shareholder is selling the right to receive shares of Baxalta common stock as part of the distribution. Baxter shareholders are encouraged to consult with their financial advisors regarding the specific consequences of selling Baxter common stock on or before June 30. After the distribution, Baxalta will be an independent company and its stock will begin regular way trading under the ticker symbol ''BXLT'' on the NYSE on July 1, 2015. Baxter will continue to trade on the NYSE under the ticker symbol ''BAX.'' Following the separation, Baxter will have a broad, leading global footprint built around fluid systems, renal therapies, parenteral nutrition, inhalation anesthetics and biosurgery products. It will be focused on developing new healthcare solutions for hospital, in-center and home based therapies. Baxalta will be a global biopharmaceutical leader developing, manufacturing and commercializing therapies for orphan diseases and underserved conditions in hematology, oncology and immunology. Baxalta's broad and diverse pipeline includes biologics with novel mechanisms, as well as small molecules and advanced technology platforms such as gene therapy.