SHIRE PLC: Half-yearly Report

Management commentary 
Half Yearly Report 
August 9, 2013 - In order to meet its obligations under the
Disclosure Rules and Transparency Rules of the United Kingdom Financial
Conduct Authority, Shire plc ("Shire" or the "Group") (LSE: SHP, NASDAQ: SHPG)
is publishing today its Half Yearly Report for the six months ended June 30,
2013. 
It should be noted that on July 25, 2013 Shire previously announced its
results in respect of the same period. 
For further information please contact: 
Investor Relations Eric Rojas (erojas@shire.com)            +1 781 482 0999 
               Sarah Elton-Farr (seltonfarr@shire.com) +44 1256 894 157 
Media              Jessica Mann (jmann@shire.com)          +44 1256 894 280 
Notes to editors 
Shire enables people with life-altering conditions to lead better
lives. 
Our strategy is to focus on developing and marketing innovative
specialty medicines to meet significant unmet patient needs. 
We provide treatments in Neuroscience, Rare Diseases,
Gastrointestinal, Internal Medicine and Regenerative Medicine and we are
developing treatments for symptomatic conditions treated by specialist
physicians in other targeted therapeutic areas. 
For further information on Shire, please visit the Group's website:
www.shire.com. 
                              Shire plc 
                       Half Yearly Report 2013 
Registered in Jersey, No. 99854, 22 Grenville Street, St Helier, Jersey JE4
8PX 
Contents 
                                                                            
  Page
The "safe harbor" statement under the Private Securities Litigation Reform Act   
2
of 1995
Chief Executive Officer's review                                                 
3
Business overview for the six months to June 30, 2013                            
4
Results of operations for the six months to June 30, 2013 and June 30, 2012      
9
Principal risks and uncertainties                                                
16
Directors' responsibility statement                                              
17
Unaudited consolidated balance sheets at June 30, 2013 and December 31, 2012     
18
Unaudited consolidated statements of income for the six months to June 30, 2013  
20
and June 30, 2012
Unaudited consolidated statement of comprehensive income for the six months to   
21
June 30, 2013 and 
June 30, 2012
Unaudited consolidated statement of changes in equity for the six months to      
22
June 30, 2013
Unaudited consolidated statement of cash flows for the six months to June 30,    
23
2013 and June 30, 2012
Notes to the unaudited consolidated financial statements                         
25
Independent review report to Shire plc                                           
50
FORWARD - LOOKING STATEMENTS - "SAFE HARBOR" STATEMENT UNDER THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995 
Statements included herein that are not historical facts are forward-looking
statements. Forward-looking statements involve a number of risks and
uncertainties and are subject to change at any time. In the event such risks
or uncertainties materialize, Shire's results could be materially adversely
affected. The risks and uncertainties include, but are not limited to, that: 
- Shire's products may not be a commercial success; 
- revenues from ADDERALL XR® are subject to generic erosion; 
- the failure to obtain and maintain reimbursement, or an adequate level of
reimbursement, by third-party payors in a timely manner for Shire's products
may impact future revenues and earnings; 
- Shire relies on a single source for manufacture of certain of its products
and a disruption to the supply chain for those products may result in Shire
being unable to continue marketing or developing a product or may result in
Shire being unable to do so on a commercially viable basis; 
- Shire uses third party manufacturers to manufacture many of its products and
is reliant upon third party contractors for certain goods and services, and
any inability of these third party manufacturers to manufacture products, or
any failure of these third party contractors to provide these goods and
services, in each case in accordance with its respective contractual
obligations, could adversely affect Shire's ability to manage its
manufacturing processes or to operate its business; 
- the development, approval and manufacturing of Shire's products is subject
to extensive oversight by various regulatory agencies and regulatory approvals
or interventions associated with changes to manufacturing sites, ingredients
or manufacturing processes could lead to significant delays, increase in
operating costs, lost product sales, an interruption of research activities or
the delay of new product launches; 
- the actions of certain customers could affect Shire's ability to sell or
market products profitably and fluctuations in buying or distribution patterns
by such customers could adversely impact Shire's revenues, financial
conditions or results of operations; 
- investigations or enforcement action by regulatory authorities or law
enforcement agencies relating to Shire's activities in the highly regulated
markets in which it operates may result in the distraction of senior
management, significant legal costs and the payment of substantial
compensation or fines; 
- adverse outcomes in legal matters and other disputes, including Shire's
ability to obtain, maintain, enforce and defend patents and other intellectual
property rights required for its business, could have a material adverse
effect on Shire's revenues, financial condition or results of operations; 
and other risks and uncertainties detailed from time to time in Shire's
filings with the U.S. Securities and Exchange Commission, including its most
recent Annual Report on Form 10-K. 
TRADE MARKS 
All trade marks designated ® and ™ used in this Half Yearly Report are trade
marks of Shire plc or companies within the Shire group except for 3TC® and
ZEFFIX® which are trade marks of GlaxoSmithKline, PENTASA® which is a
registered trade mark of FERRING B.V., LIALDA® and MEZAVANT® which are trade
marks of Nogra Pharma Limited, and DAYTRANA® which is a trade mark of Noven
Therapeutics, LLC. Certain trade marks of Shire plc or companies within the
Shire group are set out in the Annual Report and Accounts of Shire plc for the
year ended December 31, 2012. 
Chief Executive Officer's review 
We are pleased to enclose our financial results for the six-month
period ended June 30, 2013. This Half Yearly Report includes condensed
consolidated financial statements prepared in accordance with generally
accepted accounting principles in the United States of America ("US GAAP"). 
GOOD PROGRESS: STRONG OPERATIONAL LEVERAGE YEAR TO DATE 
- Product sales growth of 4% year on year 
- Non GAAP Operating Income +8% reflecting strong operating leverage year to
date 
- Non GAAP earnings per American Depository Share ("ADS") +8% 
EXECUTING OUR STRATEGY 
- Further enhanced organic growth and improved operating margins 
- Progression of our late stage pipeline addressing unmet needs including: 
- Lifitegrast for dry eye disease and lisdexamfetamine dimesylate ("LDX")(1)
for binge eating and major depressive disorders 
- Continued but focused research and development ("R&D") investment in other
development opportunities 
- Focus on growth and value-driving business development 
- Good progress integrating three divisions into a simplified `One Shire'
organization to create operating leverage, drive fast decisions and focus on
growth-driving products 
(1) Lisdexamfetamine ("LDX") currently marketed as VYVANSE® in the US &
Canada, VENVANSE® in Latin America and ELVANSE® in certain territories in the
EU. 
Flemming Ornskov, M.D., Chief Executive Officer, commented: 
"On becoming Shire Chief Executive Officer earlier this year, I was pleased to
confirm the direction we will take, in order to continue to deliver
significantly above industry average growth. We intend to continue to be a
high-growth innovation business providing differentiated specialist medicines
in areas of high unmet need for patients treated by specialist physicians.
Shire's strategic priorities are to grow sales of our existing portfolio and
to bring new innovative treatments to market through both R&D and Business
Development. 
To deliver this we are evolving the way the business works, introducing a
flatter and more scalable structure of initially five commercially focused
business units (Rare Diseases, Neuroscience, Gastrointestinal, Regenerative
Medicine and Internal Medicine) and a single R&D organization supported by
centralized corporate functions. 
We have made good progress and are pleased with our H1 2013 results. We're
successfully executing our strategy to grow by focusing on innovation-driven
specialty products through both R&D and M&A. In the first half of the year we
added to our pipeline with three acquisitions: Lotus Tissue Repair, Premacure
and SARcode BioSciences. We've sharpened our focus on commercial excellence
and we're enhancing our pipeline productivity. Our late Phase 3 projects
lifitegrast (acquired from SARcode BioSciences) and LDX for binge eating
disorder ("BED") are progressing well and are programs in which we have
increasing confidence. 
Our strategy has been designed to deliver further enhanced growth. We
anticipate delivering full year double digit Non GAAP earnings growth in 2013
and are confident in our ability to grow operating margins going forward." 
Flemming Ornskov, M.D., 
Chief Executive Officer 
Business overview for the six months to June 30, 2013 
The following discussion should be read in conjunction with the
unaudited condensed consolidated financial statements and related notes
appearing elsewhere in this Half Yearly Report for Shire plc and its
subsidiaries (collectively "Shire" or "the Group"). 
Significant events in the six months to June 30, 2013 and recent developments 
Products 
VYVANSE - for the treatment of Attention Deficit Hyperactivity Disorder
("ADHD") 
- On May 1, 2013 Shire announced that the US Food and Drug Administration
("FDA") approved VYVANSE as a maintenance treatment in children and
adolescents with ADHD. With this new approval, VYVANSE is currently the only
stimulant approved for maintenance treatment in children and adolescents aged
6 to 17 years with ADHD, as well as in adults with ADHD. 
DERMAGRAFT® - for the treatment of Diabetic Foot Ulcers ("DFU") in Canada 
- On March 25, 2013 Shire announced that DERMAGRAFT is now available in Canada
for the treatment of DFU, following its approval by Health Canada as a class
IV medical device for the treatment of DFU in September 2012. 
VPRIV® - for the treatment of Gaucher disease (Type 1) 
- On March 21, 2013 the Committee for Medicinal Products for Human Use of the
European Medicines Agency issued a positive opinion regarding an update to the
clinical efficacy and safety section of the VPRIV Summary of Product
Characteristics to include information on long term clinical data relating to
efficacy and safety in skeletal pathology from the TKT025 extension study in
Type 1 Gaucher patients. 
Pipeline 
INTUNIV® - for the treatment of ADHD in Canada 
- On July 5, 2013 Shire received approval from Health Canada for INTUNIV XR™
(guanfacine hydrochloride extended-release tablets) as monotherapy for the
treatment of ADHD in children aged 6 to 12 years and as adjunctive therapy to
psychostimulants for the treatment of ADHD in children, aged 6 to 12 years,
with a sub-optimal response to psychostimulants. The targeted launch date is
November 2013. 
SPD602 - for the treatment of transfusion-dependent iron overload 
- In June 2013 data from an on-going Phase 2 study was presented at the 18th
Congress of the European Hematology Association. Seventy-two-week data in
patients with hereditary anemias indicate that the safety, tolerability and
efficacy profile of SPD602 supports its continued development. Full data from
the ongoing Phase 2 proof-of-concept program will be available mid-2014. 
HGT4510 - for Duchenne Muscular Dystrophy ("DMD") 
- In April 2013, following analysis of the results of toxicology studies,
Shire discontinued development of HGT4510 and returned Shire's rights in the
asset to Acceleron Pharma Inc. The development of HGT4510 was placed on
clinical hold in February 2011, subject to the completion of the toxicology
studies. 
SRM-003 (formerly referred to as VASCUGEL®) - for the treatment of end-stage
renal disease 
- In March 2013, Shire enrolled the first patient in its Phase 2 clinical
program for SRM-003. 
SPD557 - for the treatment of refractory gastroesophageal reflux disease
("rGERD") 
- This program has been discontinued following review of headline data from
the proof-of-concept study which did not support continued development. 
SPD554 (selective α2A agonist) - for the treatment of various central 
nervous
system disorders 
- This program has been discontinued as part of ongoing portfolio
prioritization assessments. 
LDX - for the treatment of negative symptoms of schizophrenia ("NSS") 
- Shire has cancelled the NSS Phase 3 program after a review and
prioritization of Shire's development portfolio and taking into account
investment requirements for recent acquisitions. No patients had been dosed in
the studies and this decision was not due to any safety issues with LDX in any
patient population. Shire remains committed to continuing Phase 3 trials for
major depressive disorder ("MDD") and BED and these are enrolling as expected. 
Other Developments 
Acquisition of SARcode Bioscience Inc. ("SARcode") 
- On April 17, 2013 Shire completed the acquisition of SARcode, a privately
held biopharmaceutical company based in Brisbane, California. This acquisition
brings a new Phase 3 compound, lifitegrast, currently under development for
the signs and symptoms of dry eye disease, into Shire's portfolio. Shire
anticipates launching lifitegrast in the United States as early as 2016
pending a positive outcome of the Phase 3 clinical development program and
regulatory approvals. Shire is acquiring the global rights to lifitegrast and
will evaluate an appropriate regulatory filing strategy for markets outside of
the United States. After customary closing adjustments, cash consideration
paid on closing amounted to $150 million with further potential contingent
payments upon achievement of certain clinical, regulatory, and commercial
milestones. 
Acquisition of Premacure AB ("Premacure") 
- On March 8, 2013 Shire completed the acquisition of Premacure, a privately
held biotechnology company based in Uppsala, Sweden, developing PREMIPLEX®, a
protein replacement therapy in Phase 2 development for the prevention of
retinopathy of prematurity ("ROP"). Shire purchased Premacure for an up-front
payment of $31 million with further potential contingent payments based on the
achievement of pre-specified development and commercial milestones. Shire will
continue the ongoing Phase 2 study, the primary goal of which is to compare
the severity of ROP among patients treated with PREMIPLEX, versus an untreated
control population matched for gestational age. 
The acquisition of SARcode and Premacure will provide Shire with the
foundation to build a potential new business unit in ophthalmology - a growing
market with many unmet patient needs. 
Acquisition of Lotus Tissue Repair, Inc. ("Lotus") 
- On February 12, 2013 Shire completed the acquisition of Lotus, a privately
held biotechnology company, based in Cambridge, MA, with a protein replacement
therapy in pre-clinical development currently being investigated for the
treatment of dystrophic epidermolysis bullosa ("DEB"). DEB is a devastating
orphan disease for which there is no currently approved treatment option other
than palliative care. Shire purchased the company for an up-front cash payment
of $49 million and further contingent cash payments may be payable in future
periods, depending on the achievement of certain safety and development
milestones. 
Share buy-back Program 
- In Q4 2012 Shire commenced a share buy-back program, for the purpose of
returning funds to shareholders, of up to $500 million, through both direct
purchases of Ordinary Shares and through the purchase of Ordinary Shares
underlying American Depositary Receipts. As of July 24, 2013 Shire had made
on-market repurchases totaling 9,567,253 Ordinary Shares at a cost of $289.9
million (excluding transaction costs). 
Legal Proceedings 
See Note 13 Commitments and contingencies of this Half Yearly
Report for details of Shire's legal proceedings. 
Dividend 
In respect of the six months ended June 30, 2013 the Board resolved
to pay an interim dividend of 3.00 US cents per Ordinary Share (2012: 2.73 US
cents per Ordinary Share). 
Dividend payments will be made in Pounds Sterling to holders of
Ordinary Shares and in US Dollars to holders of ADSs. A dividend of 1.95 pence
per Ordinary Share (an increase of 12% compared to 2012: 1.74 pence) and 9.00
US cents per ADS (an increase of 10% compared to 2012: 8.19 US cents) will be
paid on October 3, 2013 to shareholders on the register as at the close of
business on September 6, 2013. 
Research and development 
Products in registration as at June 30, 2013 
VYVANSE for the treatment of ADHD in the US 
On May 1, 2013, Shire announced that the FDA had approved VYVANSE as a
maintenance treatment in children and adolescents with ADHD. With this new
approval, VYVANSE is currently the only stimulant approved for maintenance
treatment in children and adolescents ages 6 to 17 years with ADHD, as well as
in adults with ADHD. 
INTUNIV for the treatment of ADHD in Canada 
On July 5, 2013, Shire received the Notice of
Compliance from Health Canada for INTUNIV XR (guanfacine hydrochloride
extended-release tablets) as monotherapy for the treatment of ADHD in children
aged 6 to 12 years and as adjunctive therapy to psychostimulants for the
treatment of ADHD in children, aged 6 to 12 years, with a sub-optimal response
to psychostimulants. 
Products in clinical development as at June 30, 2013 
Phase 3 
LDX for the treatment of inadequate response in MDD 
A Phase 3 clinical program to assess the efficacy and safety of LDX as
adjunctive therapy in patients with MDD was initiated in the fourth quarter of
2011 and is ongoing. 
LDX for the treatment of binge eating disorder ("BED") 
A Phase 3 clinical program to evaluate the efficacy and safety of LDX in
adults with BED was initiated in the fourth quarter of 2012 and is ongoing. 
INTUNIV for the treatment of ADHD in the EU 
INTUNIV for the treatment of ADHD in children aged 6 to 17 in the
EU was initiated in the fourth quarter of 2011 and is ongoing. 
INTUNIV for the treatment of ADHD in Japan 
Under a collaboration agreement, Shionogi and Shire will co-develop
and sell ADHD products in Japan, including INTUNIV. A Phase 3 clinical program
to evaluate the efficacy and safety of INTUNIV in Japanese patients aged 6 to
17 was initiated in the second quarter of 2013. 
SPD-606 lifitegrast for the treatment of signs and symptoms of dry eye disease 
Added to the Shire pipeline as part of the SARcode acquisition in the second
quarter of 2013, a Phase 3 clinical program to further assess the efficacy of
SPD 606 for the treatment of signs and symptoms of dry eye disease was
initiated in the US in the fourth quarter of 2012 and is on-going. 
XAGRID® for the treatment of essential thrombocythaemia in Japan 
A Phase 3 clinical program in Japan was initiated in the fourth quarter of
2010 to assess the safety and efficacy of XAGRID in adult essential
thrombocythaemia patients treated with cytoreductive therapy who have become
intolerant to their current therapy or whose platelet counts have not been
reduced to an acceptable level. The program is ongoing. 
RESOLOR® for the treatment of chronic constipation in males 
A Phase 3 European clinical trial to further assess the efficacy of RESOLOR
for the treatment of chronic constipation in males was initiated in 2010 and
is ongoing. 
SPD-555 (prucalopride; marketed as RESOLOR in the EU) for the
treatment of chronic constipation in the US 
On January 10, 2012, Shire announced that it had acquired the rights to
develop and market prucalopride in the US in an agreement with Janssen
Pharmaceutica N.V.. This product is Phase 3-ready and definitive plans will be
implemented following discussions with regulatory authorities. 
FIRAZYR® for the treatment for Acute Angiotensin Converting Enzyme
Inhibitor-Induced Angioedema (ACE-I AE) 
In December 2012, Shire submitted a supplemental Marketing Authorization
Application ("MAA"), to the European Medicines Agency ("EMA") seeking approval
for FIRAZYR for the treatment of ACE-I AE in Europe. Following discussions
with the FDA a US Phase 3 study is expected to commence in the fourth quarter
of 2013. 
ABH001 for the treatment of epidermolysis bullosa ("EB") 
ABH001 is in development for the treatment of EB, a rare genetic skin disease
that causes the skin to be so fragile that the slightest friction results in
painful blisters and open wounds. The Group initiated a Phase 3 study in the
fourth quarter of 2012 and enrolled the first patient in January 2013. The FDA
has granted Fast Track designation for this program. 
Phase 2 
LDX for the treatment of ADHD in Japan 
Under a collaboration agreement, Shionogi and Shire will co-develop and sell
ADHD products in Japan, including LDX. A Phase 2 clinical program to evaluate
the efficacy and safety of LDX in Japanese patients aged 6 to 17 was initiated
in the second quarter of 2013. 
SPD-554 (selective α2A agonist) for the treatment of various central nervous
system ("CNS") disorders 
This program has been discontinued as part of ongoing portfolio
prioritization assessments. 
SPD-557 for the treatment of rGERD 
This program has been discontinued following review of headline
data from the proof-of-concept study which did not support continued
development. 
SPD- 602 iron chelating agent for the treatment of iron overload
secondary to chronic transfusion 
A Phase 2 trial in pediatric and adult patients with transfusional
iron overload is ongoing. This product has received orphan drug designation by
the EMA and the FDA for the treatment of chronic iron overload requiring
chelation therapy. 
HGT-2310 for the treatment of Hunter syndrome with CNS symptoms 
HGT-2310 is in development as an enzyme replacement therapy ("ERT")
delivered intrathecally for Hunter syndrome patients with CNS symptoms. The
Group initiated a Phase 1/2 clinical trial in the first quarter of 2010 which
has now completed. Shire is currently planning a pivotal clinical trial which
is expected to initiate in the second half of 2013, subject to customary
regulatory interactions with the FDA and EMA. This product has been granted
orphan designation in the US. 
HGT-1410 for Sanfilippo A Syndrome (Mucopolysaccharidosis IIIA) 
HGT-1410 is in development as an ERT delivered intrathecally for
the treatment of Sanfilippo A Syndrome, a Lysosomal Storage Disorder ("LSD").
The Group initiated a Phase 1/2 clinical trial in August 2010 which has now
completed. Shire is currently planning the next clinical trial for HGT-1410,
designed to measure a clinical response, which is expected to initiate in the
second half of 2013, subject to customary regulatory interactions with the FDA
and EMA. The product has been granted orphan drug designation in the US and in
the EU. 
SRM-003 (formerly referred to as VASCUGEL) for the treatment of improvement in
patency of arteriovenous ("AV") access in hemodialysis patients 
SRM-003 is a novel endothelial cell based therapy in development
for enhancing blood vessel repair and improving hemodialysis access for
patients with end-stage renal disease ("ESRD"). This product has been granted
orphan drug designation in the US and the EU. In March 2013, Shire enrolled
the first patients in its two Phase 2 studies designed to evaluate the
efficacy and safety of SRM-003 (VASCUGEL) in improving Arteriovenous Fistula
(AVF) maturation and AV Graft ("AVG") patency to facilitate hemodialysis in
patients with ESRD. 
Phase 1 
HGT-1110 for the treatment of Metachromatic Leukodystrophy ("MLD") 
HGT-1110 is in development as an ERT delivered intrathecally for the treatment
of MLD. This product has been granted orphan drug designation in the US and
the EU. The Group initiated a Phase 1/2 clinical trial in August 2012. This
trial is ongoing. 
Other pre-clinical development projects 
A number of additional projects are underway in various stages of pre-clinical
development. 
Results of operations for the six months to June 30, 2013 and June 30, 2012 
The financial information contained within the Half Yearly Report
has been prepared under US GAAP, being the accounting principles under which
the Group will prepare or prepared its annual financial statements for the
years ended December 31, 2013 and 2012. 
Total revenues 
The following table provides an analysis of the Group's total revenues by
source: 


                                        6 months to        6 months to
                                           June 30,           June 30,


                                           2013               2012           
change 


                                                $'M                $'M          
        %


                             __________________ __________________ 
__________________
Product sales                               2,346.9            2,254.6           
   +4
Royalties                                      74.8              112.6           
  -34
Other revenues                                 14.7               12.4           
  +19 
                             __________________ __________________ 
__________________
Total                                       2,436.4            2,379.6           
   +2 
                             __________________ __________________ 
__________________
Product sales 
The following table provides an analysis of the Group's key product sales: 
                6 months to 6 months to Product  Non-GAAP           US 
                   June 30,    June 30,   sales       CER prescription Exit 
market 
                       2013        2012  growth    growth      growth1      
share1 
                        $'M         $'M       %         %            %       
 %
Net product sales: 
VYVANSE                   598.7       526.2     14%       +14           +7       
16
ELAPRASE®                 263.5       247.8      6%        +9         n/a2      
n/a2
LIALDA/MEZAVANT           238.0       184.1     29%       +29          +13       
26
REPLAGAL®                 228.1       257.6    -11%       -10         n/a3      
n/a3
ADDERALL XR               212.1       245.3    -14%       -14          -15       
 5
INTUNIV                   168.1       137.6     22%       +22          +11       
 5
VPRIV                     164.1       154.4      6%        +7         n/a2      
  n/a2
PENTASA                   144.6       129.7     11%       +12           -2       
14
FIRAZYR                    91.2        51.4     77%       +77         n/a2      
  n/a2
FOSRENOL®                  84.4        88.7     -5%        -5          -18      
  4
XAGRID                     49.9        48.7      2%        +2          n/a      
  n/a2
DERMAGRAFT                 40.8       101.2    -60%       -60         n/a2      
  n/a2
Other product sales        63.4        81.9    -23%       -22          n/a       
n/a
Total product sales     2,346.9     2,254.6      4% 
(1) Data provided by IMS Health National Prescription Audit ("IMS
NPA") relates solely to US-based prescriptions. Exit market share represents
the average monthly US market share in the month ended June 30, 2013. 
(2) IMS NPA Data not available. 
(3) Not sold in the US in the six months to June 30, 2013. 
VYVANSE - ADHD 
VYVANSE product sales showed strong growth in the first half of 2013, up 14%
compared to the first half of 2012, primarily as a result of higher
prescription demand (up 7%) and to a lesser extent1 the effect of a price
increase taken since the first half of 2012, the benefit of which was
partially offset by higher sales deductions and higher destocking in the first
half of 2013 compared to the first half of 2012. 
Litigation proceedings regarding Shire's VYVANSE patents are ongoing. Further
information about this litigation can be found in Note 13 of this Half Yearly
Report. 
1 The actual net effect of price increases on current period net sales compare
to the comparative period is difficult to quantify due to the various managed
care rebates, Medicaid discounts, other discount programs in which the Group
participates and fee for service agreements with wholesalers customers. 
ELAPRASE - Hunter syndrome 
Product sales from ELAPRASE in the first half of 2013 were up 6% compared to
the first half of 2012, primarily due to growth in underlying patient numbers. 
LIALDA/MEZAVANT - Ulcerative Colitis 
Product sales for LIALDA/MEZAVANT showed strong growth in the first half of
2013, up 29%. Increased prescription demand (up 13% in the US) benefited from
new Managed Care contracts in the US. First half of 2013 sales also benefited
from lower de-stocking compared to the first half of 2012. To a lesser extent1
sales also benefited from the effect of a price increase taken since the first
half of 2012, offset by the effect of higher US sales deductions. 
Litigation proceedings regarding Shire's LIALDA patents are ongoing. Further
information about this litigation can be found in Note 13 of this Half Yearly
Report. 
REPLAGAL - Fabry disease 
REPLAGAL revenues were down 11% compared to the first half of 2012, primarily
due to the return of competition to the Fabry market in Europe and the timing
of certain shipments which have distorted quarter on quarter growth rates in
both 2013 and 2012. However, recent positive trends in the patient dynamics
indicate that the impact of switches to the competitor product is diminishing
and Shire continues to see strong growth in the number of new naïve patients
starting on REPLAGAL globally. 
ADDERALL XR - ADHD 
ADDERALL XR product sales decreased in the first half of 2013 (down
14%) compared to the first half of 2012, primarily as a result of lower US
prescription demand (down 15%) following the introduction of a new generic
competitor in June 2012 and the effect of higher sales deductions. 
Litigation proceedings regarding Shire's ADDERALL XR patents are
ongoing. Further information about this litigation can be found in Note 13 of
this Half Yearly Report. 
INTUNIV - ADHD 
The strong growth in INTUNIV product sales (up 22%) in the first
half of 2013 was driven by both growth in US prescription demand and the
effect1 of price increases taken since the first half of 2012, the benefit of
which was partially offset by higher sales deductions and higher destocking in
the first half of 2013 compared to the first half of 2012. 
Further information about litigation proceedings regarding Shire's INTUNIV
patents can be found in Note 13 of this Half Yearly Report. 
VPRIV - Gaucher disease 
VPRIV product sales increased by 6% in the first half of 2013,
primarily due to the continued growth in the number of patients on therapy. 
PENTASA - Ulcerative Colitis 
PENTASA product sales (up 11%) benefited from both price increases1 taken
since the first half of 2012 and the impact of moderate stocking in the first
half of 2013 compared to a small amount of pipeline destocking in the first
half of 2012. 
FIRAZYR - Hereditary Angioedema ("HAE") 
FIRAZYR product sales (up 77%) showed strong growth reflecting the
continuing global growth of the product, particularly in the US market. 
DERMAGRAFT - DFU 
DERMAGRAFT product sales in the first half of 2013 were down by 60% compared
to the first half of 2012, reflecting the impact of restructuring of the sales
and marketing organization and the implementation of a new commercial model
which has recently been completed. 
1 The actual net effect of price increases on current period net sales compare
to the comparative period is difficult to quantify due to the various managed
care rebates, Medicaid discounts, other discount programs in which the Group
participates and fee for service agreements with wholesalers customers. 
Royalties 
The following table provides an analysis of Shire's royalty income: 


                                    6 months to  6 months to
                                       June 30,     June 30,
                                           2013         2012      Change
                                            $'M          $'M           %


                               ____________ ____________ ___________
3TC and ZEFFIX                             23.8         24.2          -2
FOSRENOL                                   19.8         23.0         -14
ADDERALL XR                                13.0         51.0         -75
Other                                      18.2         14.4         +26 
                               ____________ ____________  __________
Total royalties                            74.8        112.6         -34 
                               ____________ ____________  __________ 
Royalties from ADDERALL XR in the first half of 2013 were
significantly impacted by both reduced sales volume and a lower royalty rate
being payable to Shire by Impax Laboratories, Inc. for its authorised generic
product following the launch of a new generic product in June 2012. 
Cost of product sales 
Cost of product sales increased to $331.6 million for the six months to June
30, 2013 (14% of product sales), up from $310.9 million in the corresponding
period in 2012 (2012: 14% of product sales). Cost of product sales as a
percentage of product sales remained constant. 
For the six months to June 30, 2013 cost of product sales included
depreciation of $17.8 million (2012: $14.2 million) and amortization of $nil
(2012: $0.7 million). 
R&D 
R&D expenditure increased to $484.3 million for the six months to
June 30, 2013 (21% of product sales), compared to $458.9 million in the
corresponding period in 2012 (20% of product sales). In the six months to June
30, 2012 R&D included payments of $23.0 million in respect of in-licensed and
acquired products and intangible asset impairment charges of $27.0 million
compared to impairment charges of $19.9 million in 2013. Excluding these costs
R&D increased by $56 million or 14% due to the Group's continued investment in
its R&D pipeline, primarily on non-ADHD programs for LDX, SPD-602 for iron
overload and development programs acquired through business development in
2013. 
R&D in the six months to June 30, 2013 included depreciation of $8.9 million
(2012: $12.8 million), and impairment charges in respect of the Group's
RESOLOR in process research and development ("IPR&D") intangible assets of
$19.9 million (2012: $27.0 million). 
Selling, General and Administrative ("SG&A") 
SG&A expenditure decreased to $896.3 million (38% of product sales) for the
six months to June 30, 2013 from $1,011.0 million (45% of product sales) in
the corresponding period in 2012, primarily due to the Group's continuing
focus on simplifying its business and delivering efficient growth. In the six
months to June 30, 2012 SG&A also included higher legal and litigation costs
and higher intangible amortization expense which were not incurred in the same
period in 2013. 
For the six months to June 30, 2013 SG&A included depreciation of $32.8
million (2012: $28.1 million) and amortization of $91.7 million (2012: $96.6
million). 
Goodwill impairment charges 
For the six months to June 30, 2013 Shire recorded an impairment charge for
goodwill of $198.9 million (2012: $nil) relating to Shire's Regenerative
Medicine ("RM") business. Following a review of future forecasts for the RM
business unit, management determined in the first quarter of 2013 that future
sales were expected to be lower than anticipated at the time of acquisition
and consequently in accordance with US GAAP, it was determined that the
goodwill attributable to the RM business unit was impaired. Whilst future
expectations for long term growth of DERMAGRAFT have been revised downwards,
the Group still expects the product to return to growth over coming quarters. 
Gain on sale of product rights 
For the six months to June 30, 2013 Shire recorded a gain on sale
of product rights of $11.0 million (2012: $10.8 million) following
re-measurement of the contingent consideration receivable from the divestment
of DAYTRANA. 
Reorganization costs 
For the six months to June 30, 2013 Shire recorded reorganization costs of
$43.9 million (2012: $nil), relating to the collective dismissal and business
closure at Turnhout, Belgium and the "One Shire" reorganization as the Group
transitions to a new operating structure. 
Integration and acquisition costs 
For the six months to June 30, 2013 Shire recorded integration and acquisition
costs of $21.5 million primarily associated with the acquisitions of SARcode
and Lotus and the integration of FerroKin in addition to charges related to
the change in fair value of contingent consideration. In 2012 integration and
acquisition costs ($12.4 million) primarily related to the acquisition of
FerroKin and integration of Advanced BioHealing Inc. ("ABH"). 
Interest expense 
For the six months to June 30, 2013 Shire incurred interest expense
of $18.0 million (2012: $19.8 million), principally relates to the coupon on
Shire's $1,100 million 2.75% convertible bonds due 2014. 
Taxation 
For interim reporting purposes, the Group calculates its tax
expense by estimating its global annual effective tax rate and applies that
rate in providing for income taxes on a year-to-date basis. The Group has
calculated an expected annual effective tax rate, excluding significant,
unusual or extraordinary items, and the tax effect of jurisdictions with
losses for which a tax benefit cannot be recognized. In the six months to June
30, 2013 the effective tax rate was 29% (2012: 18%). The effective rate of tax
in the six months to June 30, 2013 was higher than the six months to June 30,
2012 primarily due to the impact of the RM goodwill impairment charge (which
is not deductible for tax purposes), an increase in unrecognized tax losses,
adverse changes in profit mix and changes in estimates of the amount of
certain tax liabilities following the finalization of various tax returns.
These factors were partially offset by the recognition of the 2012 US R&D
credit in the first quarter of 2013. The US R&D credit was recognized
following the enactment of legislation on January 2, 2013, approving the
extension of the regular R&D credit retrospectively. 
Financial condition at June 30, 2013 and December 31, 2012 
Accounts receivable, net 
Accounts receivable, net increased by $91.0 million to $915.2 million
(December 31, 2012: $824.2 million), primarily due to the increase in revenue
in the second quarter of 2013. Days sales outstanding remained constant at 50
days (December 31, 2012: 50 days). 
Other intangible assets, net 
Other intangible assets increased by $610.0 million to $2,998.1 million
(December 31, 2012: $2,388.1 million), due to the IPR&D assets acquired with
SARcode, Premacure and Lotus, offset by intangible asset amortization, IPR&D
impairment and foreign exchange movements. 
Convertible bonds 
Current liabilities have increased by $1,100 million due to the
reclassification of the Group's $1,100 million 2.75% convertible bonds due
2014 (the "Bonds") from non-current to current liabilities in 2013 as the
Group is required to redeem the Bonds within twelve months of the balance
sheet date. 
Non-current deferred tax liabilities 
Non-current deferred tax liabilities increased by $210.6 million to $731.4
million (December 31, 2012: $520.8 million), primarily due to deferred tax
liabilities arising on the IPR&D assets acquired with SARcode, Premacure and
Lotus. 
Other non-current liabilities 
Other non-current liabilities increased by $382.9 million to $624.5 million
(December 31, 2012: $241.6 million) primarily due to the recognition of
non-current contingent consideration payable related to the SARcode, Premacure
and Lotus business combinations. 
Liquidity and capital resources 
General 
The Group's funding requirements depend on a number of factors,
including the timing and extent of its development programs; corporate,
business and product acquisitions; the level of resources required for the
expansion of certain manufacturing and marketing capabilities as the product
base expands; increases in accounts receivable and inventory which may arise
with any increase in product sales; competitive and technological
developments; the timing and cost of obtaining required regulatory approvals
for new products; the timing and quantum of milestone payments on
collaborative projects; the timing and quantum of tax and dividend payments;
the timing and quantum of purchases by the Employee Benefit Trust ("EBT") of
Shire shares in the market to satisfy awards granted under Shire's employee
share plans; the timing and quantum of purchases of Shire shares under the
share buy-back program; and the amount of cash generated from sales of Shire's
products and royalty receipts. 
An important part of Shire's business strategy is to protect its products and
technologies through the use of patents, proprietary technologies and
trademarks, to the extent available. The Group intends to defend its
intellectual property and as a result may need cash for funding the cost of
litigation. 
The Group finances its activities through cash generated from operating
activities; credit facilities; private and public offerings of equity and debt
securities; and the proceeds of asset or investment disposals. 
Shire's balance sheet includes $1,301.9 million of cash and cash equivalents
at June 30, 2013. Substantially all of Shire's debt relates to its Bonds. In
addition, Shire has a revolving credit facility of $1,200 million which
matures in 2015 (the "RCF"), which is currently undrawn. 
Financing 
Shire anticipates that its operating cash flow together with available cash,
cash equivalents and the RCF will be sufficient to meet its anticipated future
operating expenses, share buy-back program, capital expenditures, tax and
interest payments, lease obligations and milestone payments as they become due
over the next twelve months. 
If the Group decides to acquire other businesses, it expects to fund these
acquisitions from existing cash resources, the RCF and possibly through new
borrowings and the issue of new equity if necessary. 
Share buy-back program 
Shire has a strong balance sheet and continued robust cash generation, and
considers efficient use of capital on behalf of shareholders an important
objective. Therefore, during the year to December 31, 2012 the Group commenced
a share buy-back program, for the purpose of returning funds to shareholders,
of up to $500 million through both direct purchases of Ordinary Shares and
through the purchase of Ordinary Shares underlying American Depository
Receipts. 
At June 30, 2013 the Group had made on-market repurchases totaling 9,432,043
Ordinary Shares at a cost of $285.5 million (excluding transaction costs).
This represents 1.68% of the issued share capital of the Group as at June 30,
2013. Ordinary Shares purchased may be cancelled or be held as treasury
shares, in accordance with the authority renewed by shareholders at the
Group's Annual General Meeting ("AGM"). At its AGM on April 24, 2012 the Group
was authorized to make market purchases of up to 56,253,208 of its own
Ordinary Shares. That authority expired at the AGM held on April 30, 2013 and
was renewed. Under the new authority, which expires at the 2014 AGM, the Group
was authorized to make market purchases of up to 55,741,587 of its own
Ordinary Shares. 
Sources and uses of cash 
The following table provides an analysis of the Group's gross and net cash/
debt position (excluding restricted cash), as at June 30, 2013 and December
31, 2012: 
                                                      June 30,      
December 31, 
                                                          2013              
2012 
                                                           $'M              
 $'M 
                                             _________________ 
_________________
Cash and cash equivalents1                                 1,301.9           
1,482.2 
                                             _________________ 
_________________
Convertible bonds                                          1,100.0           
1,100.0
Other                                                          8.9              
 9.3 
                                             _________________ 
_________________
Total debt                                                 1,108.9           
1,109.3 
                                             _________________ 
_________________
Net cash                                                     193.0             
372.9 
                                             _________________ 
_________________ 
(1) Substantially all of the Group's cash and cash equivalents are
held by foreign subsidiaries (i.e. those subsidiaries incorporated outside of
Jersey, Channel Islands, the jurisdiction of incorporation of Shire plc,
Shire's holding company). The amount of cash and cash equivalents held by
foreign subsidiaries has not had, and is not expected to have, a material
impact on the Group's liquidity and capital resources. 
Cash flow activity 
Net cash provided by operating activities for the six months to June 30, 2013
decreased by 42% or $303.8 million to $419.0 million (2012: $722.8 million),
as higher cash receipts from gross product sales were more than offset by
higher cash tax payments, lower royalty receipts, the payment to settle the
litigation with Impax ($48 million) (see note 13 for details), the timing of
receipts from large distributors in the US and the timing of operating
expenses payments. The second quarter of 2012 also included strong cash
receipts from government-supported healthcare providers in Spain. 
Net cash used in investing activities was $279.3 million in the six months to
June 30, 2013, principally relating to the cash paid (net of cash acquired)
for the acquisitions of SARcode, Premacure and Lotus and for purchases of
Property, plant and equipment ("PP&E"). 
Net cash used in investing activities was $179.9 million in the six months to
June 30, 2012, relating to the payment of $97.0 million to acquire Ferrokin
and certain assets and liabilities from Pervasis, $43.5 million for the
purchase of intangible assets, and $64.4 million on the purchase of PP&E. 
Net cash used in financing activities was $317.1 million for the six months to
June 30, 2013, principally due to the purchase of shares under the share
buy-back program, purchase of shares by the EBT and the dividend payment. 
Net cash used in financing activities was $48.6 million for the six months to
June 30, 2012, principally due to the dividend payment and the purchase of
shares by the EBT, which more than offset the excess tax benefit associated
with the exercise of stock options. 
Obligations and commitments 
During the six months to June 30, 2013 there have been no material changes
outside the ordinary course of the Group's business to the contractual
obligations previously disclosed in the Financial review of Shire's Annual
Report and Accounts for the year ended December 31, 2012. 
Principal risks and uncertainties 
The Group has adopted a risk management strategy designed to
identify, assess and manage the significant risks that it faces. While the
Group aims to identify and manage such risks, no risk management strategy can
provide absolute assurance against loss. The principal risks and uncertainties
affecting the Group for the remaining six months of 2013 are those described
under the headings below. It is not anticipated that the nature of the
principal risks and uncertainties disclosed in the Annual Report and Accounts
of Shire plc for the year ended December 31, 2012 will change in respect of
the second half of 2013. 
The Group's process for managing these risks is consistent with
those processes as outlined in the Annual Report and Accounts of Shire plc for
the year ended December 31, 2012. Some of these risks are specific to the
Group and others are more generally applicable to the pharmaceutical industry
or specific markets in which the Group operates. The Annual Report and
Accounts are available on the Group's website, www.shire.com. 
In summary, these risks and uncertainties were as follows: 
Risk factors related to Shire's business: 
- The Group's products may not be a commercial success 
- Revenues from ADDERALL XR are subject to generic erosion 
- The failure to obtain and maintain reimbursement, or an adequate level of
reimbursement, by third-party payors in a timely manner for the Group's
products may impact future revenues and earnings 
- The Group relies on a single source for manufacture of certain of its
products. A disruption to the supply chain for these products may result in
the Group being unable to continue marketing or developing a product or may
result in the Group being unable to do so on a commercially viable basis 
- The Group uses third party manufacturers to manufacture many of its products
and is reliant upon third party contractors for certain goods and services.
Any inability of these third party manufacturers to manufacture products, or
any failure of these third party contractors to provide these goods and
services, in each case in accordance with its respective contractual
obligations, could adversely affect the Group's ability to manage its
manufacturing processes or to operate its business 
- The development, approval and manufacturing of the Group's products is
subject to extensive oversight by various regulatory agencies 
- The actions of certain customers could affect the Group's ability to sell or
market products profitably. Fluctuations in buying or distribution patterns by
such customers can adversely impact the Group's revenues, financial conditions
or results of operations 
- Investigations or enforcement action by regulatory authorities or law
enforcement agencies relating to the Group's activities in the highly
regulated markets in which it operates may result in the distraction of senior
management, significant legal costs and the payment of substantial
compensation or fines 
- Adverse outcomes in legal matters and other disputes could have a material
adverse effect on the Group's revenues, financial condition or results of
operations 
Risk factors related to the pharmaceutical industry in general: 
- The actions of governments, industry regulators and the economic
environments in which the Group operates may adversely affect its ability to
develop and profitably market its products 
- A slowdown of global economic growth, or continued instability of the
Eurozone, could have negative consequences for the Group's business and
increase the risk of nonpayment by the Group's customers 
- The introduction of new products by competitors may impact future revenues 
- The successful development of products is highly uncertain and requires
significant expenditures and time 
- The failure of a strategic partner to develop and commercialize products
could result in delays in development, approval or loss of revenue 
- The failure to secure new products or compounds for development, either
through in-licensing, acquisition or internal research and development
efforts, or the failure to realize expected benefits from acquisitions of
businesses or products, may have an adverse impact on the Group's future
results 
- The Group may fail to obtain, maintain, enforce or defend the intellectual
property rights required to conduct its business 
- If a marketed product fails to work effectively or causes adverse
side-effects, this could result in damage to the Group's reputation, the
withdrawal of the product and legal action against the Group 
- Loss of highly qualified personnel could cause the Group subsequent
financial loss 
Directors' responsibility statement 
The Directors confirm that this condensed consolidated set of
financial statements has been prepared in accordance with US GAAP and that the
Half Yearly Report herein includes a fair review of the information required
by DTR 4.2.7R and DTR 4.2.8R. 
The Directors of Shire plc are listed in Shire's Annual Report and
Accounts for the year ended December 31, 2012. 
Details of all current Directors are available on Shire's website
at www.shire.com. 
On behalf of the Board: 
Flemming Ornskov, M.D.                   Graham Hetherington
Chief Executive                          Chief Financial
Officer                                  Officer 
August 9, 2013                           August 9, 2013
Unaudited consolidated balance sheets 
                                                       June 30,    December 
31, 
                                                           2013            
2012 
                                        Notes               $'M             
$'M 
                                      _________ _______________ 
_______________
ASSETS
Current assets:
Cash and cash equivalents                                   1,301.9         
1,482.2
Restricted cash                                                17.6            
17.1
Accounts receivable, net                      4               915.2           
824.2
Inventories                                   5               492.2           
436.9
Deferred tax asset                                            212.5           
229.9
Prepaid expenses and other current assets     6               289.1           
221.8 
                                                _______________ 
_______________
Total current assets                                        3,228.5         
3,212.1 
Non-current assets:
Investments                                                    33.2            
38.7
Property, plant and equipment, net                            953.1           
955.8
Goodwill                                      7               611.6           
644.5
Other intangible assets, net                  8             2,998.1         
2,388.1
Deferred tax asset                                             44.5            
46.5
Other non-current assets                                       33.9            
31.5 
                                                _______________ 
_______________
Total assets                                                7,902.9         
7,317.2 
                                                _______________ 
_______________
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable and accrued expenses         9             1,456.7         
1,501.5
Convertible bonds                            10             1,100.0             
  -
Other current liabilities                    11               158.8           
144.1 
                                                _______________ 
_______________
Total current liabilities                                   2,715.5         
1,645.6 
Non-current liabilities:
Convertible bonds                            10                   -         
1,100.0
Deferred tax liability                                        731.4           
520.8
Other non-current liabilities                12               624.5           
241.6 
                                                _______________ 
_______________
Total liabilities                                           4,071.4         
3,508.0 
                                                _______________ 
_______________
Commitments and contingencies                13                   -             
  - 
Unaudited consolidated balance sheets (continued) 
                                                                      June 
30,     December 31, 
                                                                          
2013             2012 
                                                     Notes                 
$'M              $'M 
                                                  ___________    
_____________    _____________ 
Equity:
Common stock of 5p par value; 1,000 million shares
authorized; and
562.8 million shares issued and outstanding (2012:
1,000 million
shares authorized; and 562.5 million shares issued
and outstanding)                                                              
55.8             55.7
Additional paid-in capital                                                 
3,024.1          2,981.5
Treasury stock: 14.5 million shares (2012: 10.7
million shares)                                                            
(476.9)          (310.4)
Accumulated other comprehensive income                    14                  
52.2             86.9
Retained earnings                                                          
1,176.3            995.5 
                                                              
________________ ________________
Total equity                                                               
3,831.5          3,809.2 
                                                              
________________ ________________
Total liabilities and equity                                               
7,902.9          7,317.2 
                                                              
________________ ________________ 
The accompanying notes are an integral part of these unaudited consolidated
financial statements. 
Unaudited consolidated statements of income 
                                                           6 months to     
6 months to 
                                                              June 30,      
  June 30, 


                                                                      2013      
      2012
                                             Notes                     $'M      


   $'M
Revenues:                                   _______        _______________ 
_______________
Product sales                                                      2,346.9       
2,254.6
Royalties                                                             74.8       
 112.6
Other revenues                                                        14.7       
  12.4 
                                                       _______________ 
_______________
Total revenues                                                     2,436.4       
2,379.6 
                                                       _______________ 
_______________
Costs and expenses:
Cost of product sales                                                331.6       
 310.9
Research and development ("R&D")(1)                                  484.3       
 458.9
Selling, general and administrative
("SG&A")(1)                                                          896.3       
1,011.0
Goodwill impairment charge                     7                     198.9       
     -
Gain on sale of product rights                                      (11.0)       
(10.8)
Reorganization costs                           3                      43.9       
     -
Integration and acquisition costs                                     21.5       
  12.4 
                                                       _______________ 
_______________
Total operating expenses                                           1,965.5       
1,782.4 
                                                       _______________ 
_______________ 
Operating income                                                     470.9       
 597.2 
Interest income                                                        1.2       
   1.4
Interest expense                                                    (18.0)       
(19.8)
Other (expense)/ income, net                                         (2.5)       
   0.1 
                                                       _______________ 
_______________
Total other expense, net                                            (19.3)       
(18.3) 
                                                       _______________ 
_______________
Income before income taxes and equity
in earnings of equity method
investees                                                            451.6       
 578.9
Income taxes                                                       (129.6)       
(103.0)
Equity in earnings of equity method
investees, net of taxes                                                0.9       
   0.3 
                                                       _______________ 
_______________
Net income                                                           322.9       
 476.2 
                                                       _______________ 
_______________
Earnings per ordinary share - basic                                  58.6c       
 85.8c 
                                                       _______________ 
_______________
Earnings per ordinary share - diluted                                57.5c       
 82.8c 
                                                       _______________ 
_______________
Weighted average number of shares (millions):
Basic                                                                550.5       
 555.2
Diluted                                                              587.5       
 594.8 
                                                       _______________ 
_______________ 
(1) R&D includes intangible asset impairment charges of $19.9 million (2012:
$27.0 million) for the six months to June 30, 2013. SG&A costs includes
amortization of intangible assets relating to intellectual property rights
acquired of $91.7 million for the six months to June 30, 2013 (2012: $96.6
million). 
The accompanying notes are an integral part of these unaudited consolidated
financial statements. 
Unaudited consolidated statement of comprehensive income 
                                                                    6 
months to     6 months to 
                                                                       June 
30,        June 30, 
                                                                           
2013            2012 
                                                                            
$'M             $'M 
                                                                
_______________ _______________ 
Net income                                                                    
322.9           476.2
Other comprehensive income: 
    Foreign currency translation adjustments                             
(34.5)          (17.7) 


        Unrealized holding gain/(loss) on available-for-sale
        securities


    (net of taxes of $1.1 million and $2.9 million)                       
(0.2)             6.0 
                                                                
_______________ _______________
Comprehensive income                                                          
288.2           464.5 
                                                                
_______________ _______________ 
The components of accumulated other comprehensive income as at June 30, 2013
and December 31, 2012 are as follows: 
                                                                    June 
30,     December 31, 
                                                                        
2013             2012 
                                                                         
$'M              $'M 
                                                             
_______________  _______________
Foreign currency translation adjustments                                    
50.6             85.1
Unrealized holding gain on available-for-sale securities, net
of taxes                                                                     
1.6              1.8 
                                                            
________________ ________________
Accumulated other comprehensive income                                      
52.2             86.9 
                                                            
________________ ________________ 
The accompanying notes are an integral part of these unaudited consolidated
financial statements. 
Unaudited consolidated statement of changes in equity 
(In millions of US dollars except share data) 


                                     Shire plc shareholders' equity
                      Common                              Accumulated
                       stock        Additional                  other


                  Number Common    paid-in Treasury comprehensive Retained  
 Total 
               of shares  stock    capital    stock        income earnings  
equity 
                     M's    $'M        $'M      $'M           $'M      $'M   
$'M
As at January 1,
2013                   562.5   55.7    2,981.5  (310.4)          86.9    995.5 
3,809.2
Net income                 -      -          -        -             -    322.9  
 322.9
Foreign currency
translation                -      -          -        -        (34.5)        -  
(34.5)
Options exercised        0.3    0.1          -        -             -        -   
0.1
Share-based
compensation               -      -       37.2        -             -        -  
  37.2 
Tax benefit
associated
with exercise of
stock
options                    -      -        5.4        -             -        -   
5.4
Shares purchased
by
employee benefit
trust
("EBT")                    -      -          -   (50.0)             -        -  
(50.0) 
Shares purchased
under share
buy-back
program                    -      -          -  (179.3)             -        - 
(179.3)
Shares released by
EBT
to satisfy
exercise of
stock options              -      -          -     62.8             -   (62.9)  
 (0.1) 
Unrealized holding
loss
on
available-for-sale
securities, net of
taxes                      -      -          -        -         (0.2)        -  
 (0.2)
Dividends                  -      -          -        -             -   (79.2)  
(79.2)
As at June 30,
2013                   562.8   55.8    3,024.1  (476.9)          52.2  1,176.3 
3,831.5 
The accompanying notes are an integral part of these unaudited consolidated
financial statements. 
Dividends per share 
During the six months to June 30, 2013 Shire plc declared and paid dividends
of 14.60 US cents per ordinary share (equivalent to 43.80 US cents per ADS)
totalling $79.2 million. 
Unaudited consolidated statements of cash flows 
6 months to June 30,                                                            
 2013           2012 
                                                                            
  $'M            $'M 
                                                                    
_____________  _____________
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income                                                                      
322.9          476.2
Adjustments to reconcile net income to net cash provided by operating
activities: 
   Depreciation and amortization                                            
151.2          152.4 
   Share based compensation                                                 
 36.4           43.4 
   Impairment of intangible assets                                          
 19.9           27.0 
   Goodwill impairment charge1                                              
198.9              - 
   Gain on sale of product rights                                          
(11.0)         (10.8) 
   Other                                                                    
 20.9            4.3
Movement in deferred taxes                                                      
 21.2         (24.1)
Equity in earnings of equity method investees                                   
(0.9)          (0.3) 
Changes in operating assets and liabilities: 
   (Increase)/decrease in accounts receivable                             
(102.6)           22.4 
   Increase in sales deduction accrual                                      
 40.0           27.6 
   Increase in inventory                                                   
(53.9)         (67.0) 
   (Increase)/decrease in prepayments and other assets                     
(66.5)           32.1 
   (Decrease)/increase in accounts and notes payable and other            
(160.7)           34.7 
   liabilities
Returns on investment from joint venture                                        
  3.2            4.9 
                                                                   
______________ ______________
Net cash provided by operating activities (A)                                   
419.0          722.8 
                                                                   
______________ ______________ 
CASH FLOWS FROM INVESTING ACTIVITIES:
Movements in restricted cash                                                    
(0.5)            6.2
Purchases of subsidiary undertakings and businesses, net of cash
acquired                                                                      
(227.8)         (97.0)
Purchases of property, plant and equipment ("PP&E")                            
(65.0)         (64.4)
Purchases of intangible assets                                                   
-         (43.5)
Proceeds received on sale of product rights                                     
 10.3           10.4
Returns from equity investments                                                 
  3.7            8.4 
                                                                    
_____________  _____________
Net cash used in investing activities (B)                                     
(279.3)        (179.9) 
                                                                    
_____________  _____________ 
Unaudited consolidated statements of cash flows 


                                                                         2013   
       2012
                                                                          $'M   
        $'M


                                                             ____________   
 __________
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments to acquire shares under share buy-back program               (177.7)    
      -
Payment of dividend                                                    (79.2)    
 (70.7)
Payments to acquire shares by the Employee Benefit Trust
("EBT")                                                                (50.0)    
 (10.7)
Excess tax benefit associated with exercise of stock options              6.1    
   35.2
Contingent consideration payments                                       (8.8)    
      -
Other                                                                   (7.5)    
  (2.4) 
                                                            _____________   
___________
Net cash used in financing activities(C)                              (317.1)    
 (48.6) 
                                                            _____________   
___________
Effect of foreign exchange rate changes on cash and cash
equivalents (D)                                                         (2.9)    
  (1.6) 
                                                            _____________   
___________
Net (decrease)/increase in cash and cash equivalents (A+B+C+D)        (180.3)    
  492.7
Cash and cash equivalents at beginning of period                      1,482.2    
  620.0 
                                                            _____________ 
_____________
Cash and cash equivalents at end of period                            1,301.9    
1,112.7 
                                                            _____________   
___________
Supplemental information associated with continuing
operations: 
6 months to June 30,                                         2013          2012 
                                                          $'M           $'M 
                                                _____________ _____________ 
Interest paid                                              (16.9)        (17.3)
Income taxes paid                                         (196.8)        (68.3) 


                                                      _____________ _____________


The accompanying notes are an integral part of these unaudited
consolidated financial statements.

Notes to the unaudited consolidated financial statements

1. Summary of Significant Accounting Policies

(a) Basis of preparation

These interim financial statements of Shire and other financial information
included in this Half Yearly Report are unaudited. They have been prepared in
accordance with generally accepted accounting principles in the United States
of America ("US GAAP") and US Securities and Exchange Commission ("SEC")
regulations for interim reporting.

The balance sheet as at December 31, 2012 was derived from audited financial
statements but does not include all disclosures required by US GAAP.

These interim financial statements should be read in conjunction with the
consolidated financial statements and accompanying notes included in Shire's
Annual Report and Accounts for the year to December 31, 2012.

Certain information and footnote disclosures normally included in financial
statements prepared in accordance with US GAAP have been condensed or omitted
from these interim financial statements. However, these interim financial
statements include all adjustments, which are, in the opinion of management,
necessary to fairly state the results of the interim period and the Group
believes that the disclosures are adequate to make the information presented
not misleading. Interim results are not necessarily indicative of results to
be expected for the full year.

The Directors have a reasonable expectation that the Group has adequate
resources to continue in operational existence for the foreseeable future.
Thus they continue to adopt the going concern basis of accounting in preparing
the Half Yearly Report.

(b) Use of estimates in interim financial statements

The preparation of interim financial statements, in conformity with US GAAP
and SEC regulations, requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities, disclosure of
contingent assets and liabilities at the date of the consolidated financial
statements and reported amounts of revenues and expenses during the reporting
period. Estimates and assumptions are primarily made in relation to the
valuation of intangible assets, the valuation of equity investments, sales
deductions, income taxes (including provisions for uncertain tax positions and
the realization of deferred tax assets), provisions for litigation and legal
proceedings, contingent consideration receivable from product divestments and
contingent consideration payable in respect of business combinations and asset
purchases. If actual results differ from the Group's estimates, or to the
extent these estimates are adjusted in future periods, the Group's results of
operations could either benefit from, or be adversely affected by, any such
change in estimate.

(c) New accounting pronouncements

Adopted during the period

Indefinite-Lived Intangible Assets (Other than Goodwill) Impairment Testing

In July 2012 the Financial Accounting Standard Board ("FASB") issued guidance
on the testing of indefinite-lived intangible assets for impairment. The
guidance permits an entity to first assess qualitative factors to determine
whether the existence of events or circumstances leads to a determination that
it is more likely than not that the fair value of an indefinite-lived
intangible asset is less than its carrying amount. If, after assessing the
totality of events or circumstances, an entity determines it is not more
likely than not that the fair value of an indefinite-lived intangible asset is
less than its carrying amount, performing the impairment test is unnecessary.
The more-likely-than-not threshold is defined as a likelihood of more than 50
percent. An entity also has the option to bypass the qualitative assessment
for any indefinite-lived intangible asset in any period and proceed directly
to performing the impairment test and may resume performing the qualitative
assessment in any subsequent period. The guidance has been adopted
prospectively from January 1, 2013. The adoption of the guidance did not
impact the Group's consolidated financial position, results of operations or
cash flows.

Disclosure about offsetting assets and liabilities

In December 2011 the FASB issued guidance on disclosures about offsetting
assets and liabilities. In January 2013 the FASB amended the previous guidance
to clarify the scope of guidance issued in December 2011. The amended guidance
requires entities to disclose both gross and net information about derivatives
including bifurcated embedded derivatives, repurchase agreements and reverse
repurchase agreements, and securities borrowing and securities lending
transactions that are either offset in accordance with FASB guidance on topics
"Balance Sheet" and "Derivatives and Hedging" or subject to an enforceable
master netting arrangement or similar agreement; to enable users of financial
statements to understand the effects or potential effects of those
arrangements on its financial position. The guidance has been adopted
prospectively from January 1, 2013. The adoption of the guidance did not
impact the Group's consolidated financial position, results of operations or
cash flows. Enhanced disclosure of balance sheet offsetting as required by
this guidance is included in Note 15.

Amounts reclassified out of Comprehensive Income

In February 2013 the FASB issued guidance on reporting amounts reclassified
out of accumulated other comprehensive income. The guidance requires entities
to provide information about the amount reclassified out of comprehensive
income by component and presents either on the face of the financial
statements or in the notes, significant amounts reclassified out of other
comprehensive income by the respective line items of net income, but only if
the amount reclassified is required under US GAAP to be reclassified to net
income in its entirety in the same reporting period. For other amounts that
are not required under US GAAP to be reclassified in their entirety to net
income, an entity is required to cross-reference to other disclosures required
under US GAAP that provide additional detail about those amounts. The guidance
has been adopted prospectively from January 1, 2013. The adoption of the
guidance did not impact the Group's consolidated financial position, results
of operations or cash flows.

2. Business combinations

Acquisition of SARcode Bioscience Inc. ("SARcode")

On April 17, 2013 Shire completed the acquisition of 100% of the outstanding
share capital of SARcode. The acquisition date fair value of the consideration
totaled $368 million, comprising cash consideration paid on closing of $151
million and the fair value of contingent consideration payable of $217
million. The maximum amount of contingent cash consideration which may be
payable by Shire in future periods is $525 million dependent upon achievement
of certain clinical, regulatory and net sales milestones.

This acquisition brings the new Phase 3 compound, lifitegrast, currently under
development for the signs and symptoms of dry eye disease, into Shire's
portfolio. Shire anticipates launching lifitegrast in the United States as
early as 2016 pending a positive outcome of the Phase 3 clinical development
program and regulatory approvals. Shire is acquiring the global rights to
lifitegrast and will evaluate an appropriate regulatory filing strategy for
markets outside of the United States.

The acquisition of SARcode has been accounted as a business combination using
the acquisition method. The assets and liabilities assumed from SARcode have
been recorded at their preliminary fair values at the date of acquisition,
being April 17, 2013. The Group's consolidated financial statement and results
of operations include the result of SARcode from April 17, 2013.

The purchase price allocation is preliminary pending the determination of the
fair values of certain assets and liabilities assumed. The purchase price has
been allocated on a preliminary basis to acquired IPR&D in respect of
lifitegrast ($412 million), net current liabilities assumed ($8.2 million),
net non-current liabilities assumed (including deferred tax liabilities)
($122.4 million) and goodwill ($86.6 million). The final determination of
these fair values will be completed as soon as possible but no later than one
year from the acquisition date. Goodwill arising of $86.6 million, which is
not deductible for tax purposes, has been assigned to the Specialty
Pharmaceuticals ("SP") operating segment. Goodwill includes the value of the
assembled workforce and the related scientific expertise in ophthalmology
which allows for potential expansion into a new therapeutic area.

In the six months to June 30, 2013 the Group has expensed costs of $4.6
million (2012: $nil) relating to the SARcode acquisition, which have been
recorded within integration and acquisition costs in the Group's consolidated
income statement.

Acquisition of Premacure AB ("Premacure")

On March 8, 2013 Shire completed the acquisition of 100% of the outstanding
share capital of Premacure. The acquisition date fair value of the
consideration totaled $140.2 million, comprising cash consideration paid on
closing of $30.6 million, and the fair value of contingent consideration
payable of $109.6 million. The maximum amount of contingent cash consideration
which may be payable by Shire in future periods, dependent upon the successful
completion of certain development and commercial milestones, is $169 million.
Shire will also pay royalties on relevant net sales.

Premacure is developing a protein replacement therapy ("PREMIPLEX"), currently
in Phase 2 development, for the prevention of Retinopathy of Prematurity
("ROP"). ROP is a rare and potentially blinding eye disorder that primarily
affects premature infants and is one of the most common causes of visual loss
in childhood. Together, the acquisitions of SARcode and Premacure build
Shire's presence in the ophthalmology therapeutic area.

The acquisition of Premacure has been accounted for as a business combination
using the acquisition method. The assets and the liabilities assumed from
Premacure have been recorded at their preliminary fair values at the date of
acquisition, being March 8, 2013. The Group's consolidated financial
statements and results of operations include the results of Premacure from
March 8, 2013.

The purchase price allocation is preliminary pending final determination of
the fair values of certain assets acquired and liabilities assumed. The
purchase price has been allocated on a preliminary basis to acquired IPR&D in
respect of PREMIPLEX ($151.8 million), net current liabilities assumed ($11.7
million), net non-current liabilities assumed (including deferred tax
liabilities) ($29.5 million) and goodwill ($29.6 million). The final
determination of these fair values will be completed as soon as possible but
no later than one year from the acquisition date. Goodwill arising of $29.6
million, which is not deductible for tax purposes, has been assigned to the
Human Genetic Therapies ("HGT") operating segment.

In the six months to June 30, 2013 the Group expensed costs of $4.2
million (2012: nil) relating to the Premacure acquisition, which have been
recorded within integration and acquisition costs in the Group's consolidated
income statement.

Acquisition of Lotus Tissue Repair, Inc ("Lotus")

On February 12, 2013 Shire completed the acquisition of 100% of the
outstanding share capital of Lotus. The acquisition date fair value of
consideration totaled $174.2 million, comprising cash consideration paid on
closing of $49.4 million, and the fair value of contingent consideration
payable of $124.8 million. The maximum amount of contingent cash consideration
which may be payable by Shire in future periods is $275 million. The amount of
contingent cash consideration ultimately payable by Shire is dependent upon
achievement of certain pre-clinical and clinical development milestones.

Lotus is developing a proprietary recombinant form of human collagen Type VII
("rC7") as the first and only intravenous protein replacement therapy
currently being investigated for the treatment of Dystrophic Epidermolysis
Bullosa ("DEB"). DEB is a devastating orphan disease for which there is no
currently approved treatment option other than palliative care. The
acquisition adds to Shire's pipeline a late stage pre-clinical product for the
treatment of DEB with global rights. This acquisition is complementary to
Shire's existing investment in developing ABH001, which is currently being
investigated as a dermal substitute therapy for the treatment of non-healing
wounds in patients with Epidermolysis Bullosa ("EB").

The acquisition of Lotus has been accounted for as a business combination
using the acquisition method. The assets and the liabilities assumed from
Lotus have been recorded at their preliminary fair values at the date of
acquisition, being February 12, 2013. The Group's consolidated financial
statements and results of operations include the results of Lotus from
February 12, 2013.

The purchase price allocation is preliminary pending final determination of
the fair values of certain assets acquired and liabilities assumed. The
purchase price has been allocated on a preliminary basis to acquired IPR&D in
respect of rC7 ($176.7 million), net current assets assumed ($6.8 million),
net non-current liabilities assumed (including deferred tax liabilities)
($63.4 million) and goodwill ($54.1 million). The final determination of these
fair values will be completed as soon as possible but no later than one year
from the acquisition date. Goodwill arising of $54.1 million, which is not
deductible for tax purposes, has been assigned to the HGT operating segment.

In the six months to June 30, 2013 the Group expensed costs of $3.7 million
(2012: $nil) relating to the Lotus acquisition, which have been recorded
within integration and acquisition costs in the Group's consolidated income
statement.

Supplemental disclosure of pro forma information

The unaudited pro forma financial information to present the combined results
of the operations of Shire, SARcode Premacure and Lotus are not provided as
the collective impacts of these acquisitions were not material to the Group's
results of operations for any period presented.

3. Reorganization costs

Turnhout, Belgium site closure

On January 23, 2013 Shire announced that it had decided to proceed with a
collective dismissal and business closure at its site in Turnhout, Belgium.
This decision follows the conclusion of an information and consultation
process. Shire will continue to sell RESOLOR in Europe and the supply of
RESOLOR for patients in Europe who rely on the medicine will not be affected.
In the three and six months to June 30, 2013 the Group incurred reorganization
costs totaling $1.7 million and $19.2 million, respectively relating to
employee involuntary termination benefits and other re-organization costs (of
which $0.4 million is accrued at June 30, 2013). The closure of the Turnhout
site is expected to be completed by the end of 2013.

"One Shire" business re-alignment

On May 2, 2013 the Group announced that there would be a re-alignment of the
business to integrate the three divisions into a simplified "One Shire"
organization in order to drive future growth and innovation. In the three and
six months to June 30, 2013, the Group incurred reorganization costs totaling
$24.7 million, relating to contract termination and other re-organization
costs (of which $0.4 million is accrued at June 30, 2013). This re-alignment
is ongoing and the Group is continuing to evaluate the total costs expected to
be incurred and the timeframe.

4. Accounts receivable, net

Accounts receivable at June 30, 2013 of $915.2 million (December 31, 2012:
$824.2 million), are stated net of a provision for discounts and doubtful
accounts of $41.8 million (December 31, 2012: $41.7 million).

Provision for discounts and doubtful accounts:
                                                          2013          2012
                                                           $'M           $'M


                                             _____________ _____________
As at January 1,                                          41.7          31.1
Provision charged to operations                          150.8         135.0
Provision utilization                                  (150.7)       (129.5) 
                                             _____________ _____________
As at June 30,                                            41.8          36.6 


                                                 _____________ _____________

At June 30, 2013 accounts receivable included $34.8 million (December 31,
2012: $38.5 million) related to royalty income.

5. Inventories

Inventories are stated at the lower of cost or market and comprise:
                                                   June 30, December 31,
                                                       2013         2012
                                                        $'M          $'M


                                           ____________ ____________
Finished goods                                        155.0        124.4
Work-in-progress                                      245.3        220.6
Raw materials                                          91.9         91.9 


                                               ____________ ____________
                                                      492.2        436.9


                                           ____________ ____________
6. Prepaid expenses and other current assets 


                                                      June 30,   December 31,
                                                          2013           2012
                                                           $'M            $'M


                                            ______________   ____________
Prepaid expenses                                          49.2           31.7
Income tax receivable                                    175.3          130.6
Value added taxes receivable                              20.4           20.9
Other current assets                                      44.2           38.6 


                                                ______________ ______________
                                                         289.1          221.8


                                            ______________ ______________
7. Goodwill 


                                                     June 30, December 31,
                                                         2013         2012
                                                          $'M          $'M


                                             ____________ ____________
Goodwill arising on businesses acquired                 611.6        644.5 


                                                 ____________ ____________



In the six months to June 30, 2013 the Group completed the acquisitions of
SARcode, Premacure and Lotus, which resulted in goodwill with a value of $86.6
million, $29.6 million and $54.1 million, respectively (see Note 2). On an
Interim basis the goodwill of SARcode has been assigned to the SP operating
segment and the goodwill of Premacure and Lotus has been assigned to the HGT
operating segment.

At June 30, 2013 goodwill of $376.8 million (December 31, 2012: $291.1
million) is held in the SP segment, $234.8 million (December 31, 2012: $154.5
million) in the HGT segment and $nil (December 31, 2012: $198.9 million) is
held in the RM segment. The Group is continuing to assess the impact of the
ongoing "One Shire" realignment on its operating and reportable segments (see
note 18 for details) and the related impact on the allocation of goodwill.
                                                        2013         2012
                                                         $'M          $'M


                                            ____________ ____________
As at January 1,                                       644.5        592.6
Acquisitions                                           170.3         48.1
Goodwill impairment charge                           (198.9)            -
Foreign currency translation                           (4.3)        (4.7) 
                                            ____________ ____________
As at June 30,                                         611.6        636.0 


                                                ____________ ____________



Goodwill is tested for impairment at least annually as at October 1
each year. This assessment is also performed whenever there is a change in
circumstances that indicates the carrying value of these assets may be
impaired.

As at October 1, 2012 the Group determined that the fair value of
all reporting units exceeded their book value, indicating that the goodwill
allocated to each reporting unit was not impaired.

In the first quarter of 2013 the Group identified circumstances
which indicated that the carrying value of goodwill in the RM reporting unit
may not be recoverable, which triggered an impairment test in advance of the
annual testing date.

These circumstances included the results of an independent market
research study of the DERMAGRAFT sales potential, commissioned by the Group,
which was finalized late in the first quarter of 2013. In addition, while the
Group still expects DERMAGRAFT to return to growth over coming quarters, the
recently completed restructuring of the RM sales and marketing organization
and the implementation of a new commercial model had a more pronounced impact
than previously expected. As a result of these and other factors forecast
future sales are now lower than at the time of acquisition.

The results of the Group's March 31, 2013 impairment test showed
that the carrying amount of the RM reporting unit exceeded its fair value and
the implied value of the goodwill was $nil. As a result the Group recorded an
impairment charge of $198.9 million related to the goodwill allocated to the
RM reporting unit. The RM goodwill impairment charge is not deductible for tax
purposes. This is the primary reason that the effective rate of tax in the
first half of 2013 (29%) is higher than the same period in 2012 (18%).
Accumulated goodwill impairment as at June 30, 2013 was $198.9 million
(December 31, 2012: $nil).

Key assumptions used to determine the fair value of the RM
reporting unit included expected cash flows for the period from March 31, 2013
to December 31, 2023 and the associated discount rate of 15.1%, which was
derived from management's best estimate of the after-tax weighted average cost
of capital for the RM reporting unit.

The Group determined the estimated fair value of the RM reporting unit using
discounted cash flow analyses. Discounted cash flow analyses are dependent
upon a number of quantitative and qualitative factors including estimates of
forecasted revenue, profitability, earnings before interest, taxes,
depreciation and amortization, and terminal values. The discount rates applied
in the discounted cash flow analyses also have an impact on the estimates of
fair value, as use of a higher rate will result in a lower estimate of fair
value.

8. Other intangible assets, net
                                                                       June 30, 
    December 31,
                                                                           2013 
            2012
                                                                            $'M 
             $'M


                                                           ________________ 
________________
Amortized intangible assets 


       Intellectual property rights acquired for currently
       marketed products                                                2,446.6 
         2,462.0
       Acquired product technology                                        710.0 
           710.0
       Other intangible assets                                             44.5 
            44.5


                                                           ________________ 
________________ 
                                                                    3,201.1  
     3,216.5
Unamortized intangible assets 


       Intellectual property rights acquired for IPR&D                    945.8 
           231.0


                                                           ________________ 
________________ 
                                                                    4,146.9  
     3,447.5 
Less: Accumulated amortization                                        (1,148.8)  
   (1,059.4) 
                                                           ________________ 
________________ 


                                                                        2,998.1 
         2,388.1


                                                           ________________ 
________________ 
As at June 30, 2013 the net book value of intangible assets allocated to the
SP segment was $1,582.4 million (December 31, 2012: $1,238.0 million), to the
HGT segment was $760.3 million (December 31, 2012: $474.6 million) and to the
RM segment was $655.4 million (December 31, 2012: $675.5 million). 
The change in the net book value of other intangible assets for the six months
to June 30, 2013 and 2012 is shown in the table below: 
                                                 Other intangible assets 
                                                        2013             
2012 
                                                         $'M              
$'M 
                                            ________________ 
________________
As at January 1,                                         2,388.1          
2,493.0
Acquisitions                                               732.8            
272.5
Amortization charged                                      (91.7)           
(97.3)
Impairment charges                                        (19.9)           
(27.0)
Foreign currency translation                              (11.2)           
(15.6) 
                                            ________________ 
________________
As at June 30,                                           2,998.1          
2,625.6 
                                            ________________ 
________________ 
In the six months to June 30, 2013 the Group acquired intangible assets
totaling $732.8 million, relating to intangible assets acquired with SARcode,
Premacure and Lotus (see Note 2 for further details). 
In the second quarter of 2013 the Group reviewed certain IPR&D intangible
assets acquired through Movetis N.V. ("Movetis") for impairment and recognized
an impairment charge of $19.9 million (2012: $27.0 million) recorded within
R&D in the consolidated income statement, to write-down these IPR&D assets to
their fair value. These impairment charges have been recorded in the SP
operating segment. The fair values of these assets were determined using the
income approach, which used significant unobservable (Level 3) inputs (see
Note 16 for further details). 
Management estimates that the annual amortization charge in respect of
intangible assets held at June 30, 2013 will be approximately $170 million for
each of the five years to June 30, 2018. Estimated amortization expense can be
affected by various factors including future acquisitions, disposals of
product rights, regulatory approval and subsequent amortization of acquired
IPR&D projects, foreign exchange movements and the technological advancement
and regulatory approval of competitor products. 
9. Accounts payable and accrued expenses 
                                                       June 30,     
December 31, 
                                                           2013             
2012 
                                                            $'M             
 $'M 
                                               ________________ 
________________
Trade accounts payable and accrued purchases                  201.7            
208.1
Accrued rebates - Medicaid                                    454.6            
455.6
Accrued rebates - Managed care                                226.2            
184.9
Sales return reserve                                           93.1             
90.5
Accrued bonuses                                                70.5            
109.0
Accrued employee compensation and benefits payable             74.4             
64.5
R&D accruals                                                   70.9             
73.5
Provisions for litigation losses and other claims              73.5            
118.2
Other accrued expenses                                        191.8            
197.2 
                                               ________________ 
________________ 
                                                        1,456.7          
1,501.5 
                                               ________________ 
________________
10. Convertible Bonds 
Shire 2.75% Convertible Bonds due 2014 
On May 9, 2007 Shire issued $1,100 million in principal amount of 2.75%
convertible bonds due in 2014 and convertible into fully paid ordinary shares
of Shire plc (the "Bonds"). The Bonds were issued at 100% of their principal
amount, and unless previously purchased and cancelled, redeemed or converted,
will be redeemed on May 9, 2014 (the "Final Maturity Date") at their principal
amount. 
The Bonds are repayable in US dollars, but also contain provisions entitling
the Group to settle redemption amounts in Pounds sterling or in the case of
Final Maturity Date by delivery of the underlying ordinary shares and, if
necessary, a cash top-up amount. As the Bonds will be redeemed within twelve
months of the balance sheet date, the Bonds have been presented as a current
liability at June 30, 2013. 
11. Other current liabilities 


                                                 June 30,  December 31,
                                                     2013          2012
                                                      $'M           $'M


                                        _____________ _____________
Income taxes payable                                 24.9          78.4
Value added taxes                                    18.5          23.6
Contingent consideration payable                     86.4          16.0
Other current liabilities                            29.0          26.1 


                                            _____________ _____________
                                                    158.8         144.1


                                        _____________ _____________
12. Other non-current liabilities 


                                                June 30, December 31,
                                                    2013         2012
                                                     $'M          $'M


                                        ____________ ____________
Income taxes payable                                63.3         58.9
Deferred revenue                                    10.7         11.4
Deferred rent                                       11.2         11.9
Insurance provisions                                12.4         12.3
Contingent consideration payable                   499.0        120.4
Other non-current liabilities                       27.9         26.7 


                                            ____________ ____________
                                                   624.5        241.6


                                        ____________ ____________
13. Commitments and contingencies 
(a) Leases 
Future minimum lease payments under operating leases at June 30, 2013 are
presented below: 


                                                              Operating
                                                                 leases
                                                                    $'M


                                                       ____________
2013                                                               21.6
2014                                                               40.3
2015                                                               31.2
2016                                                               23.0
2017                                                               17.3
2018                                                               11.8
Thereafter                                                         82.8 


                                                           ____________
                                                                  228.0


                                                       ____________
The Group leases land, facilities, motor vehicles and certain equipment under
operating leases expiring through 2032. Lease and rental expense amounted to
$25.4 million and $21.5 million for the six months to June 30, 2013 and 2012
respectively, which is predominately included in SG&A expenses in the Group's
consolidated income statement. 
(b) Letters of credit and guarantees 
At June 30, 2013 the Group had irrevocable standby letters of credit and
guarantees with various banks and insurance companies totaling $48.7 million,
providing security for the Group's performance of various obligations. These
obligations are primarily in respect of the recoverability of insurance
claims, lease obligations and supply commitments. 
(c) Collaborative arrangements 
Details of significant updates in collaborative arrangements are included
below: 
In-licensing arrangements 
Collaboration with Acceleron Pharma Inc. ("Acceleron") for activin receptor
type IIB class of molecules 
In April 2013, following the results of toxicology studies, Shire discontinued
development of HGT4510 and returned Shire's rights in the asset to Acceleron. 
Out-licensing arrangements 
Shire has entered into various collaborative arrangements under which the
Group has out-licensed certain product or intellectual property rights for
consideration such as up-front payments, development milestones, sales
milestones and/or royalty payments. In some of these arrangements Shire and
the licensee are both actively involved in the development and
commercialization of the licensed product and have exposure to risks and
rewards dependent on its commercial success. Under the terms of these
arrangements, the Group may receive development milestone payments up to an
aggregate amount of $39.0 million and sales milestones up to an aggregate
amount of $71.5 million. The receipt of these substantive milestones is
uncertain and contingent on the achievement of certain development milestones
or the achievement of a specified level of annual net sales by the licensee.
In the six months to June 30, 2013 Shire received up-front and milestone
payments totaling $3.0 million (2012: $6.0 million). In the six months to June
30, 2013 Shire recognized up-front and milestone income of $4.0 million (2012:
$6.0 million) in other revenues and $26.3 million (2012: $38.0 million) in
product sales for shipment of product to the relevant licensee. 
(d) Commitments 
(i) Clinical testing 
At June 30, 2013 the Group had committed to pay approximately $398 million
(December 31, 2012: $425 million) to contract vendors for administering and
executing clinical trials. The timing of these payments is dependent upon
actual services performed by the organizations as determined by patient
enrollment levels and related activities. 
(ii) Contract manufacturing 
At June 30, 2013 the Group had committed to pay approximately $80 million
(December 31, 2012: $125 million) in respect of contract manufacturing. The
Group expects to pay all of these commitments in 2013. 
(iii) Other purchasing commitments 
At June 30, 2013 the Group had committed to pay approximately $144 million
(December 31, 2012: $145 million) for future purchases of goods and services,
predominantly relating to active pharmaceutical ingredients sourcing. The
Group expects to pay $134 million of these commitments in 2013. 
(iv) Investment commitments 
At June 30, 2013 the Group had outstanding commitments to subscribe for
interests in companies and partnerships for amounts totaling $17 million
(December 31, 2012: $15 million) which may all be payable in 2013, depending
on the timing of capital calls. 
(v) Capital commitments 
At June 30, 2013 the Group had committed to spend $82 million (December 31,
2012: $97 million) on capital projects. 
(e) Legal and other proceedings 
The Group expenses legal costs as they are incurred. 
The Group recognizes loss contingency provisions for probable losses when
management is able to reasonably estimate the loss. When the estimated loss
lies within a range, the Group records a loss contingency provision based on
its best estimate of the probable loss. If no particular amount within that
range is a better estimate than any other amount, the minimum amount is
recorded. Estimates of losses may be developed substantially before the
ultimate loss is known, and are therefore refined each accounting period as
additional information becomes known. In instances where the Group is unable
to develop a reasonable estimate of loss, no loss contingency provision is
recorded at that time. As information becomes known a loss contingency
provision is recorded when a reasonable estimate can be made. The estimates
are reviewed quarterly and the estimates are changed when expectations are
revised. An outcome that deviates from the Group's estimate may result in an
additional expense or release in a future accounting period. At June 30, 2013
provisions for litigation losses, insurance claims and other disputes totaled
$85.9 million (December 31, 2012: $130.5 million). 
The Group's principal pending legal and other proceedings are disclosed below.
The outcomes of these proceedings are not always predictable and can be
affected by various factors. For those legal and other proceedings for which
it is considered at least reasonably possible that a loss has been incurred,
the Group discloses the possible loss or range of possible loss in excess of
the recorded loss contingency provision, if any, where such excess is both
material and estimable. 
VYVANSE 
In May and June 2011, Shire was notified that six separate Abbreviated New
Drug Applications ("ANDAs") were submitted under the Hatch-Waxman Act seeking
permission to market generic versions of all approved strengths of VYVANSE.
The notices were from Sandoz, Inc. ("Sandoz"); Amneal Pharmaceuticals LLC
("Amneal"); Watson Laboratories, Inc.; Roxane Laboratories, Inc. ("Roxane");
Mylan Pharmaceuticals, Inc.; and Actavis Elizabeth LLC and Actavis Inc.
(collectively, "Actavis"). Within the requisite 45 day period, Shire filed
lawsuits for infringement of certain of Shire's VYVANSE patents in the US
District Court for the District of New Jersey against each of Sandoz, Roxane,
Amneal and Actavis; in the US District Court for the Central District of
California against Watson Laboratories, Inc.; and in the US District Court for
the Eastern District of New York against Mylan Pharmaceuticals, Inc. and Mylan
Inc. (collectively "Mylan"). On December 9, 2011, the District Court of New
Jersey consolidated the Sandoz, Roxane, Amneal and Actavis cases. The filing
of the lawsuits triggered a stay of approval of all six ANDAs for up to 30
months from the expiration of the new chemical entity exclusivity, which will
expire on August 23, 2014. In December 2011 and February 2012, Shire received
additional notifications that Mylan had filed further certifications
challenging other VYVANSE patents listed in the Orange Book. Within the
requisite 45 day period, Shire filed a new lawsuit against Mylan, Johnson
Matthey Pharmaceutical Materials and Johnson Matthey Inc. in New Jersey. In
May 2012, the Mylan case that was filed in the Eastern District of New York
was transferred and consolidated with the Mylan, Sandoz, Roxane, Amneal and
Actavis cases in New Jersey. In December 2012, the parties completed a Markman
briefing but no ruling has been rendered. A Markman hearing took place on
August 5, 2013. No trial dates have been set. In February 2013, Shire withdrew
its lawsuit against Watson following Watson's withdrawal of its ANDA. 
INTUNIV 
Between March 2010 and March 2011, Shire was notified that seven separate
ANDAs had been submitted to the FDA under the Hatch-Waxman Act seeking
permission to market generic versions of all approved strengths of INTUNIV.
The ANDA filers were Actavis Inc., Teva Pharmaceuticals USA, Inc., Anchen,
Inc., Watson Pharmaceuticals, Inc., Impax Laboratories, Inc., Mylan
Pharmaceuticals, Inc., Sandoz, Inc., and certain of their respective
affiliates. Shire filed lawsuits against each of these ANDA filers. All of the
lawsuits have now been settled. Under the terms of the Actavis settlement,
Actavis has a license to make and market Actavis' generic versions of INTUNIV
in the United States on December 1, 2014. Such sales will require the payment
of a royalty of 25% of gross profits to Shire during the 180 day period of
Actavis' exclusivity. All other parties with whom Shire has settled will be
able to enter the market with their respective ANDA-approved products after
Actavis' 180 day exclusivity period has expired. Each of the settlements
included a consent judgment confirming that the proposed ANDA products
infringe the patents-in-suit, U.S. Patents 6,287,599 and 6,811,794, and that
those patents are valid and enforceable with respect to their respective
proposed ANDA products. U.S. Patent 5,854,290, which was originally asserted
in some of the litigations, has been dedicated to the public. 
FOSRENOL 
Between February 2009 and December 2010 Shire was notified that four separate
ANDAs had been submitted to the FDA under the Hatch-Waxman Act seeking
permission to market generic versions of all approved strengths of FOSRENOL.
The ANDA filers were Barr Laboratories, Inc.; Mylan, Inc.; Natco Pharma
Limited and Alkem Laboratories Ltd., and certain of their respective
affiliates. Shire filed lawsuits against each of these ANDA filers. In April
2011, Shire and Barr reached a settlement and the lawsuit against Barr was
dismissed. The settlement provides Barr with a license to market its own
generic version of FOSRENOL upon receiving FDA approval in the US on the
earlier of the date of entry of another company's generic version of FOSRENOL
to the US market, or October 1, 2021. Shire's lawsuits against Mylan, Alkem
and Natco have each been dismissed, and consequently, each of Mylan, Alkem and
Natco may enter the US market upon FDA approval of their respective ANDA
products. 
LIALDA 
In May 2010 Shire was notified that Zydus Pharmaceuticals USA, Inc. ("Zydus")
had submitted an ANDA under the Hatch-Waxman Act seeking permission to market
a generic version of LIALDA. Within the requisite 45 day period, Shire filed a
lawsuit in the US District Court for the District of Delaware against Zydus
and Cadila Healthcare Limited, doing business as Zydus Cadila. As of February
22, 2013, the case has been administratively closed. No further activity will
take place until after one of the parties files a motion to reopen the case. 
In February 2012, Shire was notified that Osmotica Pharmaceutical Corporation
("Osmotica") had submitted an ANDA under the Hatch-Waxman Act seeking
permission to market a generic version of LIALDA. Within the requisite 45 day
period, Shire filed a lawsuit in the US District Court for the Northern
District of Georgia against Osmotica. The filing of the lawsuit triggered a
stay of approval of the ANDA for up to 30 months. The court has appointed a
special master to assist with a Markman hearing and to preside over any
discovery disputes. A Markman hearing date is scheduled to take place on
August 22, 2013. 
In March 2012, Shire was notified that Watson Laboratories Inc.-Florida had
submitted an ANDA under the Hatch-Waxman Act seeking permission to market a
generic version of LIALDA. Within the requisite 45 day period, Shire filed a
lawsuit in the US District Court for the Southern District of Florida against
Watson Laboratories Inc.-Florida and Watson Pharmaceuticals, Inc. The filing
of the lawsuit triggered a stay of approval of the ANDA for up to 30 months.
In August 2012, Shire filed an amended complaint adding Watson Pharma, Inc.
and Watson Laboratories, Inc. as defendants. A Markman hearing was held on
December 20, 2012 and a written Markman decision was given by the court on
January 17, 2013. A trial took place in April, 2013 and on May 9, 2013 the
trial court issued a decision finding that the proposed generic product
infringes the patent-in-suit and that the patent is not invalid. Watson has
appealed the trial court's ruling to the Court of Appeals of the Federal
Circuit but no date for the hearing has been set. 
In April 2012, Shire was notified that Mylan Pharmaceuticals, Inc. ("Mylan")
had submitted an ANDA under the Hatch-Waxman Act seeking permission to market
a generic version of LIALDA. Within the requisite 45 day period, Shire filed a
lawsuit in the US District Court for the Middle District of Florida against
Mylan. The filing of the lawsuit triggered a stay of approval of the ANDA for
up to 30 months. No date for a Markman hearing has been set. A trial is
scheduled to begin on June 2, 2014. 
ADDERALL XR 
On November 1, 2010 Impax Laboratories, Inc. ("Impax") filed suit against
Shire in the US District Court for the Southern District of New York claiming
that Shire was in breach of its supply contract for the authorized generic
version of ADDERALL XR. On February 7, 2013 Shire and Impax settled this
dispute and agreed to discontinue all court and related proceedings. Under the
terms of the settlement Shire made a one-time cash payment to Impax of $48
million in the first quarter of 2013. Also as part of the settlement, the
parties have entered into an amended supply agreement which will govern the
supply of authorized generic ADDERALL XR from Shire to Impax until the end of
the supply term on September 30, 2014. 
In February 2011, Shire was notified that Watson Laboratories, Inc.-Florida
had submitted an ANDA under the Hatch-Waxman Act seeking permission to market
a generic version of all approved strengths of ADDERALL XR. Shire filed a
lawsuit in the U.S. District Court for the Southern District of New York
against Watson Pharmaceuticals, Inc. and certain of its affiliates for
infringement of certain of Shire's ADDERALL XR patents. Par Pharmaceutical,
Inc. (the successor in interest to Watson's ANDA for ADDERALL XR) has
withdrawn its ANDA, and the litigation was dismissed on January 23, 2013 by
agreement between Shire, Watson and Par Pharmaceutical, Inc.. 
In February 2013, Shire was notified that Neos Therapeutics, Inc. had
submitted a New Drug Application under section 505(b)(2) of the Hatch Waxman
Act ("505(b)(2) Application"). The 505(b)(2) Application was submitted with a
paragraph IV certification for U.S. Reissued Patent Nos. RE41,148 and 42,096
listed in the Orange Book. Within the requisite 45 day period, Shire filed a
lawsuit in the Northern District of Texas against Neos Therapeutics, Inc. for
infringement of those patents. The filing of the lawsuit triggered a stay of
final approval of the 505(b)(2) Application for 30 months. No trial date has
been set. 
Subpoena related to ADDERALL XR, DAYTRANA and VYVANSE 
On September 23, 2009 the Group received a civil subpoena from the US
Department of Health and Human Services Office of Inspector General in
coordination with the US Attorney for the Eastern District of Pennsylvania
seeking production of documents related to the sales and marketing of ADDERALL
XR, DAYTRANA and VYVANSE. The investigation covered whether Shire engaged in
off-label promotion and other conduct that may implicate the civil False
Claims Act. 
On February 1, 2013 the Group announced it had reached an agreement in
principle to resolve this matter. The agreement also addresses sales and
marketing practices relating to LIALDA and PENTASA pursuant to a subsequent
voluntary disclosure made by the Group. Shire cooperated with the US
Government throughout the process that led to this agreement in principle. 
The Group has recorded a $57.5 million charge comprised of the agreement in
principle amount, interest and costs, which has been charged to SG&A in the
fourth quarter of 2012. The agreement in principle is subject to change until
this matter is finally resolved. Discussions between the Group and the US
Government are ongoing to establish a final resolution to the investigation. 
Investigation related to DERMAGRAFT 
Shire understands that the Department of Justice, including the US Attorney's
Office for the Middle District of Florida, Tampa Division and the US
Attorney's Office for Washington, DC, is conducting civil and criminal
investigations into the sales and marketing practices of ABH relating to
DERMAGRAFT. Shire is cooperating fully with these investigations. Shire is not
in a position at this time to predict the scope, duration or outcome of these
investigations. 
Civil Investigative Demand for ADDERALL XR, ADDERALL XR Authorized Generics
and VYVANSE 
On April 5, 2012 Shire received a Civil Investigative Demand ("CID") from the
United States Federal Trade Commission ("FTC") requesting that Shire provide
it with certain information regarding the supply and reported shortages of
ADDERALL XR and its authorized generics and the marketing and sale of ADDERALL
XR, its authorized generics and VYVANSE. Shire believes the CID was triggered
by reports of product shortages of ADDERALL XR and the authorized generic
products in 2011. Shire is cooperating fully with the FTC. At this time, Shire
is unable to predict the outcome or duration of this investigation. 
14. Accumulated Other Comprehensive Income 
The changes in accumulated other comprehensive income, net of their related
tax effects, in the six months to June 30, 2013 are included below: 
                                                                   
Unrealized 
                                                      Foreign         
holding   Accumulated 
                                                     currency  gain/(loss) 
on         other 
                                                  translation  available-for- comprehensive 
                                                   adjustment sale 
securities        income 
                                                           $M              
$M            $M 
As at January 1, 2013                                        85.1             
1.8          86.9
Current period change: 
      Other Comprehensive income before 
      reclassification                                 (34.5)           
(2.1)        (36.6) 


          Gain recognized in the income statement
          (within
          Other (expense)/income, net) on
          disposal of


      available-for-sale securities                         -             
1.9           1.9
Net current period other comprehensive income              (34.5)           
(0.2)        (34.7) 
As at June 30, 2013                                          50.6             
1.6          52.2 
15. Financial instruments 
Treasury policies and organization 
The Group's principal treasury operations are coordinated by its
corporate treasury function. All treasury operations are conducted within a
framework of policies and procedures approved annually by the Board. As a
matter of policy, the Group does not undertake speculative transactions that
would increase its currency or interest rate exposure. 
Interest rate risk 
The Group is exposed to interest rate risk on restricted cash, cash and cash
equivalents and on foreign exchange contracts on which interest is at floating
rates. This exposure is primarily related to US dollar, Pounds sterling, Euro
and Canadian dollar interest rates. As the Group maintains all of its cash,
liquid investments and foreign exchange contracts on a short term basis for
liquidity purposes, this risk is not actively managed. In the six months to
June 30, 2013 the average interest rate received on cash and liquid
investments was less than 1% per annum. The largest proportion of these cash
and liquid investments was in US dollar money market and liquidity funds. 
The Group incurs interest at a fixed rate of 2.75% on its $1,100 million in
principal amount convertible bonds due 2014. 
No derivative instruments were entered into during the six months
to June 30, 2013 to manage interest rate exposure. The Group continues to
review its interest rate risk and the policies in place to manage the risk. 
Credit risk 
Financial instruments that potentially expose Shire to
concentrations of credit risk consist primarily of short-term cash
investments, derivative contracts and trade accounts receivable (from product
sales and from third parties from which the Group receives royalties). Cash is
invested in short-term money market instruments, including money market and
liquidity funds and bank term deposits. The money market and liquidity funds
in which Shire invests are all triple A rated by both Standard and Poor's and
by Moody's credit rating agencies. 
The Group is exposed to the credit risk of the counterparties with
which it enters into derivative instruments. The Group limits this exposure
through a system of internal credit limits which vary according to ratings
assigned to the counterparties by the major rating agencies. The internal
credit limits are approved by the Board and exposure against these limits is
monitored by the corporate treasury function. The counterparties to these
derivatives contracts are major international financial institutions. 
The Group's revenues from product sales in the US are mainly governed by
agreements with major pharmaceutical wholesalers and relationships with other
pharmaceutical distributors and retail pharmacy chains. For the year to
December 31, 2012 there were three customers in the US that accounted for 50%
of the Group's product sales. However, such customers typically have
significant cash resources and as such the risk from concentration of credit
is considered acceptable. The Group has taken positive steps to manage any
credit risk associated with these transactions and operates clearly defined
credit evaluation procedures. However, an inability of one or more of these
wholesalers to honor their debts to the Group could have an adverse effect on
the Group's financial condition and results of operations. 
A substantial portion of the Group's accounts receivable in countries outside
of the United States is derived from product sales to government-owned or
government-supported healthcare providers. The Group's recovery of these
accounts receivable is therefore dependent upon the financial stability and
creditworthiness of the relevant governments. In recent years the
creditworthiness and general economic condition of a number of Eurozone
countries (including Greece, Ireland, Italy, Portugal and Spain (the "Relevant
Countries")) has deteriorated. As a result, in some of these countries the
Group is experiencing delays in the remittance of receivables due from
government-owned or government-supported healthcare providers. The Group
continued to receive remittances in relation to government-owned or
government-supported healthcare providers in all the Relevant Countries in the
six months to June 30, 2013, including receipts of $37.9 million and $48.6
million in respect of Spanish and Italian receivables, respectively. 
To date the Group has not incurred significant losses on accounts receivable
in the Relevant Countries, and continues to consider that such accounts
receivable are recoverable. The Group will continue to evaluate all its
accounts receivable for potential collection risks and has made provision for
amounts where collection is considered to be doubtful. If the financial
condition of the Relevant Countries or other Eurozone countries suffer
significant deterioration, such that their ability to make payments becomes
uncertain, or if one or more Eurozone member countries withdraws from the
Euro, additional allowances for doubtful accounts may be required, and losses
may be incurred, in future periods. Any such loss could have an adverse effect
on the Group's financial condition and results of operations. 
Foreign exchange risk 
The Group trades in numerous countries and as a consequence has
transactional and translational foreign exchange exposures. 
Transactional exposure arises where transactions occur in
currencies different to the functional currency of the relevant subsidiary.
The main trading currencies of the Group are the US dollar, Pounds Sterling,
Swiss Franc and the Euro. It is the Group's policy that these exposures are
minimized to the extent practicable by denominating transactions in the
subsidiary's functional currency. 
Where significant exposures remain, the Group uses foreign exchange
contracts (being spot, forward and swap contracts) to manage the exposure for
balance sheet assets and liabilities that are denominated in currencies
different to the functional currency of the relevant subsidiary. These assets
and liabilities relate predominantly to intercompany financing and specific
external receivables. The foreign exchange contracts have not been designated
as hedging instruments. Cash flows from derivative instruments are presented
within net cash provided by operating activities in the consolidated cash flow
statement, unless the derivative instruments are economically hedging specific
investing or financing activities. 
Translational foreign exchange exposure arises on the translation into US
dollars of the financial statements of non-US dollar functional subsidiaries. 
At June 30, 2013 the Group had 25 swap and forward foreign exchange
contracts outstanding to manage currency risk. The swaps and forward contracts
mature within 90 days. The Group did not have credit risk related contingent
features or collateral linked to the derivatives. The Group has master netting
agreements with a number of counterparties to these foreign exchange contracts
and on the occurrence of specified events, the Group has the ability to
terminate contracts and settle them with a net payment by one party to the
other. The Group has elected to present derivative assets and derivative
liabilities on a gross basis in the consolidated balance sheet. As at June 30,
2013 the potential effect of rights of set off associated with the foreign
exchange contracts would be an offset to both assets and liabilities of $0.7
million, resulting in net derivative assets and derivative liabilities of $2.3
million and $2.0 million, respectively. Further details are included below: 
                                                     Fair value    Fair 
value 
                                                       June 30,  December 
31, 
                                                           2013          
2012 
                                                            $'M           
$'M 
                                                  _____________ 
_____________
Assets      Prepaid expenses and other current assets           3.0           
1.3
Liabilities Other current liabilities                           2.7           
3.0 
                                                  _____________ 
_____________ 
Net (losses)/ gains (both realized and unrealized) arising on foreign exchange
contracts have been classified in the consolidated statements of income as
follows: 


                            Location of net
                            (loss)/gain             Amount of net (loss)/gain
                            recognized in income      recognized in income


                        ______________________  ____________  ____________
In the six months to                                    June 30,      June 30, 


                                                            2013          2012
                                                             $'M           $'M


                                               _____________ _____________
Foreign exchange contracts  Other income, net              (3.8)           6.9 
                                               _____________ _____________
These net foreign exchange (losses)/gains are offset within Other income, net
by net foreign exchange gains/(losses) arising on the balance sheet items that
these contracts were put in place to manage. 
16. Fair value measurement 
Assets and liabilities that are measured at fair value on a recurring basis 
As at June 30, 2013 and December 31, 2012 the following financial assets and
liabilities are measured at fair value on a recurring basis using quoted
prices in active markets for identical assets (Level 1); significant other
observable inputs (Level 2); and significant unobservable inputs (Level 3). 


                            Carrying                    Fair value
                               value


                                        Total     Level 1     Level 2     
Level 3
At June 30, 2013                 $'M          $'M         $'M         $'M       
  $'M 
                    ____________ ____________ ___________ ___________ 
___________
Financial assets:
Available-for-sale
securities(1)                   12.3         12.3        12.3           -        
-
Contingent
consideration
receivable (2)                  38.6         38.6           -           -       
 38.6
Foreign exchange
contracts                        3.0          3.0           -         3.0        
- 
Financial liabilities:
Foreign exchange
contracts                        2.7          2.7           -         2.7        
-
Contingent
consideration
payable(3)                     585.4        585.4           -           -       
585.4 
                    ____________ ____________ ___________ ___________ 
___________ 
                                          Total     Level 1     Level 2     
Level 3
At December 31, 2012             $'M          $'M         $'M         $'M       
  $'M 
                    ____________ ____________ ___________ ___________ 
___________
Financial assets:
Available-for-sale
securities(1)                   14.2         14.2        14.2           -        
-
Contingent
consideration
receivable (2)                  38.3         38.3           -           -       
 38.3
Foreign exchange
contracts                        1.3          1.3           -         1.3        
- 
Financial liabilities:
Foreign exchange
contracts                        3.0          3.0           -         3.0        
-
Contingent
consideration
payable(3)                     136.4        136.4           -           -       
136.4 
                    ____________ ____________ ___________ ___________ 
___________ 
(1) Available-for-sale securities are included within Investments in the
consolidated balance sheet. 
(2) Contingent consideration receivable is included within Prepaid expenses
and other current assets and Other non-current assets in the consolidated
balance sheet. 
(3) Contingent consideration payable is included within Other current
liabilities and Other non-current liabilities in the consolidated balance
sheet. 
Certain estimates and judgments were required to develop the fair value
amounts. The fair value amounts shown above are not necessarily indicative of
the amounts that the Group would realize upon disposition, nor do they
indicate the Group's intent or ability to dispose of the financial instrument. 
The following methods and assumptions were used to estimate the fair value of
each material class of financial instrument: 
1. Available-for-sale securities - the fair values of available-for-sale
securities are estimated based on quoted market prices for those investments. 
2. Contingent consideration receivable - the fair value of the contingent
consideration receivable has been estimated using the income approach (using a
probability weighted discounted cash flow method). 
3. Foreign exchange contracts - the fair values of the swap and forward
foreign exchange contracts have been determined using an income approach based
on current market expectations about the future cash flows. 
4. Contingent consideration payable - the fair value of the contingent
consideration payable has been estimated using the income approach (using a
probability weighted discounted cash flow method). 
Assets and Liabilities Measured at Fair Value on a Recurring Basis Using
Significant Unobservable Inputs (Level 3) 
The change in the fair value of the Group's contingent consideration
receivable and payables, which are measured at fair value on a recurring basis
using significant unobservable inputs (Level 3), are as follows: 
Contingent consideration receivable 
                                                                2013        
 2012 
                                                                 $'M        
  $'M 
                                                        ____________ 
____________ 
Balance at January 1,                                               38.3        
 37.8
Gain recognized in the income statement (within Gain on
sale of product
rights) due to change in fair value during the period               11.0        
 10.8
Reclassification of amounts to Other receivables within
Other current assets                                               (9.7)       
(10.0)
Amounts recorded to other comprehensive income (within
foreign currency
translation adjustments)                                           (1.0)        
(0.7) 
Balance at June 30,                                                 38.6        
 37.9 
Contingent consideration payable 
                                                                2013        
 2012 
                                                                 $'M        
  $'M 
                                                        ____________ 
____________ 
Balance at January 1,                                              136.4         
-
Initial recognition of contingent consideration payable            451.4        
127.8
Loss recognized in the income statement (within Integration
and acquisition
costs) due to change in fair value during the period                13.7        
  2.1
Reclassification of amounts to Other current liabilities           (8.4)        
(2.7)
Change in fair value during the period with corresponding
adjustment to the
associated intangible asset                                        (7.7)         
- 
Balance at June 30,                                                585.4        
127.2 
Quantitative Information about Assets and Liabilities Measured at Fair Value
on a Recurring Basis Using Significant Unobservable Inputs (Level 3) 
Quantitative information about the Group's recurring Level 3 fair value
measurements is included below: 
Financial assets:                         Fair Value at the Measurement Date 
At June 30, 2013                  Fair value      Valuation   Significant       
  Range 


                                                  Technique  unobservable
                                                                   Inputs
                                         $'M


                            ____________    ___________   ___________   
___________
Contingent consideration                38.6         Income - Probability - 10 
to 40%
receivable ("CCR")                                 approach    weightings 


                                               (probability    applied to
                                                   weighted     different


                                             discounted         sales - $10 
million 
                                             cash flow)     scenarios to 
$171 
                                                                      
million 


                                                                 - Future
                                                                 forecast
                                                                royalties


                                                        receivable at - 
6.0% 


                                                                 relevant
                                                              contractual
                                                            royalty rates
                                                                  - Assumed
                                                                   market
                                                              participant
                                                            discount rate


                            ____________   ____________  ____________ 
____________ 
Financial liabilities:                    Fair Value at the Measurement Date 
At June 30, 2013                  Fair value      Valuation   Significant       
  Range 


                                                  Technique  unobservable
                                                                   Inputs
                                         $'M


                            ____________    ___________   ___________   
___________
Contingent consideration               585.4         Income  - Cumulative - 18 
to 57%
payable                                            approach   probability 
(Weighted 
                                           (probability of milestones 
average) 
                                               weighted         being 
                                             discounted      achieved - 2.1 
to 8.8% 
                                             cash flow)               
(Weighted 
                                                            - Assumed 
average) 


                                                                   market
                                                              participant


                                                        discount rate - 
2014 to 


                                                                          2024
                                                               - Periods in
                                                                    which
                                                               milestones


                                                         are expected - 
$1.7 to 
                                                                to be $7.6 
million 


                                                                 achieved
                                                                 - Forecast
                                                                quarterly
                                                                royalties
                                                               payable on
                                                             net sales of
                                                                 relevant
                                                                 products


                              ____________   ____________  ____________ 
____________ 
The Group re-measures the CCR (relating to contingent consideration due to the
Group following divestment of one of the Group's products) at fair value at
each balance sheet date, with the fair value measurement based on forecast
cash flows, over a number of scenarios which vary depending on the expected
performance outcome of the product following divestment. The forecast cash
flows under each of these differing outcomes have been included in probability
weighted estimates used by the Group in determining the fair value of the CCR. 
Contingent consideration payable represents future milestones the Group may be
required to pay in conjunction with various business combinations and future
royalties payable as a result of certain business combinations and licenses.
The amount ultimately payable by Shire in relation to business combinations is
dependent upon the achievement of specified future milestones, such as the
achievement of certain future development, regulatory and sales milestones.
The Group assesses the probability, and estimated timing, of these milestones
being achieved and re-measures the related contingent consideration to fair
value each balance sheet date. The amount of contingent consideration which
may ultimately be payable by Shire in relation to future royalties is
dependent upon future net sales of the relevant products over the life of the
royalty term. The Group assesses the present value of forecast future net
sales of the relevant products and re-measures the related contingent
consideration to fair value each balance sheet date. 
The fair value of the Group's contingent consideration receivable and payable
could significantly increase or decrease due to changes in certain assumptions
which underpin the fair value measurements. Each set of assumptions and
milestones are specific to the individual contingent consideration receivable
or payable. The assumptions include, among other things, the probability and
expected timing of certain milestones being achieved, the forecast future net
sales of the relevant products and related future royalties payable, the
probability weightings applied to different sales scenarios of one of the
Group's divested products and forecast future royalties receivable under
scenarios developed by the Group, and the discount rates used to determine the
present value of contingent future cash flows. The Group regularly reviews
these assumptions, and makes adjustments to the fair value measurements as
required by facts and circumstances. 
Assets Measured At Fair Value on a Non-Recurring Basis in the period using
Significant Unobservable Inputs (Level 3) 
In the second quarter of 2013 the Group reviewed certain IPR&D intangible
assets acquired through Movetis for impairment and recognized an impairment
charge of $19.9 million, recorded within R&D in the consolidated income
statement, to write-down these assets to their fair value. The fair value of
these assets was determined using the income approach, which used significant
unobservable (Level 3) inputs. These unobservable inputs included, among other
things, risk-adjusted forecast future cash flows to be generated by these
assets and the determination of an appropriate discount rate to be applied in
calculating the present value of forecast future cash flows. The fair value of
these assets, determined at the time of the impairment review, was $20.3
million. 
Quantitative information about Non-Recurring Level 3 Fair Value Measurements
which occurred in the period is included below: 
                                        Fair Value at the Measurement Date 
At June 30, 2013                  Fair value      Valuation       Significant   
 Rate used 


                                                  Technique      unobservable
                                                                       Inputs
                                         $'M


                            ____________    ___________       ___________  
___________
Movetis-related IPR&D                   20.3         Income      - Decline in    
 - 50%
intangible assets                                  approach          forecast 


                                                (discounted  peak sales since
                                                       cash              last
                                                      flow)   impairment test   
    - 8.9%
                                                               - Assumed market
                                                                  participant
                                                                discount rate


                            ____________   ____________      ____________ 
____________ 
Financial assets and liabilities that are not measured at fair value on a
recurring basis 
The carrying amounts and estimated fair values as at June 30, 2013 and
December 31, 2012 of the Group's financial assets and liabilities which are
not measured at fair value on a recurring basis are as follows: 
                                    June 30, 2013          December 31, 
2012 
                                  Carrying                  Carrying 
                                    amount   Fair value       amount  Fair 
value 
                                       $'M          $'M          $'M        
 $'M 
                              ____________ ____________ ____________ 
___________ 
Financial liabilities:
Convertible bonds (Level 1)            1,100.0      1,211.3      1,100.0     
1,228.2
Building financing obligation              7.8         10.5          8.0        
10.3
(Level 3) 
                              ____________ ____________ ____________ 
___________ 
Certain estimates and judgments were required to develop the fair value
amounts. The fair value amounts shown above are not necessarily indicative of
the amounts that the Group would realize upon disposition, nor do they
indicate the Group's intent or ability to dispose of the financial instrument. 
The following methods and assumptions were used to estimate the fair value of
each material class of financial instrument: 
- Convertible bonds - the fair value of Shire's $1,100 million 2.75%
convertible bonds due 2014 is determined by reference to the market price of
the instrument as the convertible bonds are publicly traded. 
- Building finance obligations - the fair value of building finance
obligations are estimated based on the present value of future cash flows, and
an estimate of the residual value of the underlying property at the end of the
lease term, associated with these obligations. 
The carrying amounts of other financial assets and liabilities materially
approximate to their fair value because of the short-term maturity of these
amounts. 
17. Earnings per share 
The following table reconciles net income and the weighted average ordinary
shares outstanding for basic and diluted earnings per share for the periods
presented: 
                                                  6 months to       6 
months to 
                                                     June 30,          June 
30, 
                                                         2013              
2012 
                                                          $'M               
$'M 
                                            _________________ 
_________________
 Numerator for basic earnings per share                     322.9             
476.2 
Interest on convertible bonds, net of tax                   15.1              
16.2 
                                            _________________ 
_________________
 Numerator for diluted earnings per share                   338.0             
492.4 
                                            _________________ 
_________________ 
Weighted average number of shares: 
                                                     Millions          
Millions 
                                            _________________ 
_________________
 Basic 1                                                    550.5             
555.2
 Effect of dilutive shares:
 Share based awards to employees 2                            3.3               
6.1
 Convertible bonds 2.75% due 2014 3                          33.7              
33.5 
                                            _________________ 
_________________
 Diluted                                                    587.5             
594.8 
                                            _________________ 
_________________ 
1. Excludes shares purchased by the EBT and under the share buy-back program
and presented by Shire as treasury stock. 
2. Calculated using the treasury stock method. 
3. Calculated using the `if-converted' method. 
The share equivalents not included in the calculation of the
diluted weighted average number of shares are shown below: 
                                                   6 months to       6 
months to 
                                                      June 30,          
June 30, 
                                                          2013              
2012 
                                                 No. of shares     No. of 
shares 
                                                      Millions          
Millions 
                                             _________________ 
_________________
Share based awards to employees1                               9.1              
 4.5 
                                             _________________ 
_________________ 
1. Certain stock options have been excluded from the calculation of diluted
EPS because (a) their exercise prices exceeded Shire plc's average share price
during the calculation period or (b) the required performance conditions were
not satisfied as at the balance sheet date. 
18. Segmental reporting 
For the six months to June 30, 2013 Shire's internal financial reporting is in
line with its existing business unit and management reporting structure. The
Group has three business units and three reportable segments: SP, HGT and RM.
The SP, HGT and RM reportable segments represent the Group's revenues and
costs for currently promoted and sold products, together with the costs of
developing products for future commercialization. `All Other' has been
included in the table below in order to reconcile the three segments to the
total consolidated figures. 
The Group evaluates performance based on revenue and operating income. The
Group does not have inter-segment transactions. Assets that are directly
attributable or allocable to the segments have been separately disclosed. 
On May 2, 2013 the Group announced that there would be a re-alignment of the
Group's business to integrate the three divisions into a simplified "One
Shire" organization in order to drive future growth and innovation. The Group
is continuing to evaluate the timing and impact that this re-alignment will
have on its operating and reportable segments. 
                                         SP          HGT           RM   All 
Other       Total
6 months to June 30, 2013                   $'M          $'M          $'M       
  $'M         $'M 
                                ___________  ___________  ___________ 
___________ ___________
Product sales                           1,559.3        746.8         40.8        
-     2,346.9
Royalties                                  50.3            -            -       
 24.5        74.8
Other revenues                             11.2          3.5            -        
-        14.7 
                                ___________ ____________ ____________ 
___________ ___________
Total revenues                          1,620.8        750.3         40.8       
 24.5     2,436.4 
                                ___________ ____________ ____________ 
___________ ___________ 
Cost of product sales(1)                  180.8        130.9         19.8       
  0.1       331.6
Research and development(1)               329.3        140.3         14.7        
-       484.3
Selling, general and
administrative(1)                         500.1        208.8         94.9       
 92.5       896.3
Goodwill impairment charge                    -            -        198.9        
-       198.9
Gain on sale of product rights           (11.0)            -            -        
-      (11.0)
Reorganization costs                          -            -            -       
 43.9        43.9
Integration and acquisition costs          11.8          8.0          1.7        
-        21.5 
                              _____________ ____________ ____________ 
___________ ___________
Total operating expenses                1,011.0        488.0        330.0       
136.5     1,965.5 
                              _____________ ____________ ____________ 
___________ ___________
Operating income/(loss)                   609.8        262.3      (289.2)     
(112.0)       470.9 
                              _____________ ____________ ____________ 
___________ ___________ 
Total assets                            3,058.6      2,220.2        748.1     
1,876.0     7,902.9
Long-lived assets(2)                      117.2        684.2         52.5       
102.1       956.0
Capital expenditure on long-lived
assets(2)                                  16.9         22.8         24.3       
 12.2        76.2 
                              _____________  ___________  ___________ 
___________ ___________ 
(1) Depreciation from manufacturing plants ($17.8 million) is included in Cost
of product sales; depreciation of research and development assets ($8.9
million) and impairment of IPR&D intangible assets in the SP reporting segment
($19.9 million) is included in Research and development; and all other
depreciation and amortization charges ($124.5 million) is included in Selling,
general and administrative. 
(2) Long-lived assets comprise all non-current assets (excluding goodwill and
other intangible assets, deferred contingent consideration assets, deferred
tax assets, investments, income tax receivable and financial instruments). 
                                         SP          HGT           RM   All 
Other       Total
6 months to June 30, 2012                   $'M          $'M          $'M       
  $'M         $'M 
                                ___________  ___________  ___________ 
___________ ___________
Product sales                           1,442.2        711.2        101.2        
-     2,254.6
Royalties                                  87.8            -            -       
 24.8       112.6
Other revenues                             11.9          0.5            -        
-        12.4 
                                ___________ ____________ ____________ 
___________ ___________
Total revenues                          1,541.9        711.7        101.2       
 24.8     2,379.6 
                                ___________ ____________ ____________ 
___________ ___________ 
Cost of product sales(1)                  171.9        112.0         27.0        
-       310.9
Research and development(1)               289.3        162.3          7.3        
-       458.9
Selling, general and
administrative(1)                         611.6        200.4         84.2       
114.8     1,011.0
Gain on sale of product rights           (10.8)            -            -        
-      (10.8)
Integration and acquisition costs           4.4            -          8.0        
-        12.4 
                              _____________ ____________ ____________ 
___________ ___________
Total operating expenses                1,066.4        474.7        126.5       
114.8     1,782.4 
                              _____________ ____________ ____________ 
___________ ___________
Operating income/(loss)                   475.5        237.0       (25.3)      
(90.0)       597.2 
                              _____________ ____________ ____________ 
___________ ___________ 
Total assets                            2,534.6      1,931.1        980.5     
1,594.8     7,041.0
Long-lived assets(2)                      130.1        707.9         25.0       
 64.2       927.2
Capital expenditure on long-lived
assets(2)                                  19.2         26.3          0.1       
  8.2        53.8 
                              _____________  ___________  ___________ 
___________ ___________ 
(1) Depreciation from manufacturing plants ($14.2 million) is included in Cost
of product sales; depreciation of research and development assets ($12.8
million) and impairment of IPR&D intangible assets in the SP reporting segment
($27.0 million) is included in Research and development; and all other
depreciation and amortization charges ($124.7 million) is included in Selling,
general and administrative. 
(2) Long-lived assets comprise all non-current assets (excluding goodwill and
other intangible assets, deferred contingent consideration assets, deferred
tax assets, investments, income tax receivable and financial instruments). 
Non GAAP Measure 
This Half Yearly Report contains a financial measure not prepared in
accordance with US GAAP which is: Non GAAP operating income. This Non GAAP
measure excludes the effect of certain cash and non-cash items that Shire's
management believes are not related to the core performance of Shire's
business. 
This Non GAAP financial measures are used by Shire's management to make
operating decisions because they facilitate internal comparisons of Shire's
performance to historical results and to competitors' results. Shire's
Remuneration Committee uses certain key Non GAAP measures when assessing the
performance and compensation of employees, including Shire's executive
directors. 
The Non GAAP measures are presented in this Half Yearly Report as Shire's
management believe that it will provide investors with a means of evaluating,
and an understanding of how Shire's management evaluates, Shire's performance
and results on a comparable basis that is not otherwise apparent on a US GAAP
basis, since many non-recurring, infrequent or non-cash items that Shire's
management believe are not indicative of the core performance of the business
may not be excluded when preparing financial measures under US GAAP. 
This Non GAAP measure should not be considered in isolation from, as
substitute for, or superior to financial measures prepared in accordance with
US GAAP. 
Where applicable the following items, including their tax effect, have been
excluded from both 2013 and 2012 Non GAAP earnings: 
Amortization and asset impairments: 
- Intangible asset amortization and impairment charges; and 
- Other than temporary impairment of investments. 
Acquisitions and integration activities: 
- Upfront payments and milestones in respect of in-licensed and acquired
products; 
- Costs associated with acquisitions, including transaction costs, fair value
adjustments on contingent consideration and acquired inventory; 
- Costs associated with the integration of companies; and 
- Noncontrolling interest in consolidated variable interest entities. 
Divestments, re-organizations and discontinued operations: 
- Gains and losses on the sale of non-core assets; 
- Costs associated with restructuring and re-organization activities; 
- Termination costs; and 
- Income / (losses) from discontinued operations. 
Legal and litigation costs: 
- Net legal costs related to the settlement of litigation, government
investigations and other disputes (excluding internal legal team costs). 
Sales growth at CER, which is a Non GAAP measure, is computed by restating
2013 results using average 2012 foreign exchange rates for the relevant
period. 
Average exchange rates for the six months to June 30, 2013 were $1.55:£1.00
and $1.31:€1.00 (2012: $1.58:£1.00 and $1.31:€1.00). Average exchange 
rates
for Q2 2013 were $1.53:£1.00 and $1.30:€1.00 (2012: $1.59:£1.00 and
$1.30:€1.00). 
Independent review report to Shire plc 
We have been engaged by Shire plc ("the Company") to review the
condensed consolidated set of financial statements for the Company and its
subsidiaries (the "Group") in the Half Yearly Report for the six months ended
June 30, 2013 which comprises the consolidated balance sheet, consolidated
statements of income, consolidated statements of comprehensive income,
consolidated statements of changes in equity, the consolidated statements of
cash flows and related notes 1 to 18. We have read the other information
contained in the Half Yearly Report and considered whether it contains any
apparent misstatements or material inconsistencies with the information in the
condensed set of financial statements. 
This report is made solely to the Company in accordance with
International Standard on Review Engagements (UK and Ireland) 2410 "Review of
Interim Financial Information Performed by the Independent Auditor of the
Entity" issued by the Auditing Practices Board. Our work has been undertaken
so that we might state to the Company those matters we are required to state
to it in an independent review report and for no other purpose. To the fullest
extent permitted by law, we do not accept or assume responsibility to anyone
other than the Company, for our review work, for this report, or for the
conclusions we have formed. 
Directors' responsibilities 
The Half Yearly Report is the responsibility of, and has been
approved by, the directors. The directors are responsible for preparing the
Half Yearly Report in accordance with the Disclosure and Transparency Rules of
the United Kingdom's Financial Conduct Authority. 
As disclosed in Note 1, the annual financial statements of the
Company are prepared in accordance with accounting principles generally
accepted in the United States of America ("US GAAP"). The condensed set of
financial statements included in this Half Yearly Report has been prepared in
accordance with the accounting policies the Group intends to use in preparing
its next annual financial statements. 
Our responsibility 
Our responsibility is to express to the Company a conclusion on the
condensed set of financial statements in the Half Yearly Report based on our
review. 
Scope of review 
We conducted our review in accordance with International Standard
on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial
Information Performed by the Independent Auditor of the Entity" issued by the
Auditing Practices Board for use in the United Kingdom. A review of interim
financial information consists of making inquiries, primarily of persons
responsible for financial and accounting matters, and applying analytical and
other review procedures. A review is substantially less in scope than an audit
conducted in accordance with International Standards on Auditing (UK and
Ireland) and consequently does not enable us to obtain assurance that we would
become aware of all significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion. 
Conclusion 
Based on our review, nothing has come to our attention that causes
us to believe that the condensed set of financial statements in the Half
Yearly Report for the six months ended June 30, 2013 is not prepared, in all
material respects, in accordance with US GAAP and the Disclosure and
Transparency Rules of the United Kingdom's Financial Conduct Authority. 
Deloitte LLP 
Chartered Accountants and Statutory Auditor 
London, United Kingdom 
August 9, 2013 
END 
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