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U.S. companies should pay U.S. taxes

June 24, 2014: 1:04 PM ET
More American tax dollars may move to the U.K. if U.S. firms keep buying British companies.

More U.S. tax dollars may move to the U.K. if American firms keep buying British companies. It's legal. But is it right?

The opinions expressed in this commentary are solely those of Paul R. La Monica. Other than Time Warner, the parent of CNNMoney, Abbott Laboratories and AbbVie, La Monica does not own positions in any individual stocks.

Dear AbbVie CEO Richard Gonzalez,

I am a shareholder of your company. I am pretty happy with how the stock has done since it was spun-off from Abbott Laboratories (ABT) last year. (I own that too.) But please don't overpay for rival drug company Shire (SHPG) -- especially if one of the main reasons you want to do the deal is so that you can lower AbbVie's corporate tax bill.

Shire has its headquarters in Ireland. (Although I must confess I first thought it was in Middle Earth. Is a hostile takeover bid from Mordor next?) As I understand it, AbbVie (ABBV) may want to purchase the company in order to move its domicile to the United Kingdom for tax purposes (Shire is listed on the stock exchange in London).

Yes, tax reform for individuals and businesses is sorely needed in the United States. But I'm not sure if using a little loophole in the IRS laws known as an inversion is the right way to go.

Sure, there's nothing illegal with buying a foreign company and moving your domicile abroad to take advantage of the lower taxes overseas. It's all the rage right now, especially in health care.

Equipment company Medtronic (MDT) just announced it was buying Covidien (COV), which is headquartered in Dublin. A lower tax rate was one of the selling points.

There is rampant speculation that drug store giant Walgreens (WAG) may buy the remaining 55% it doesn't already own of Switzerland-based retail chain Alliance Boots for tax reasons.

And Pfizer (PFE) really wanted to scoop up AstraZeneca (AZN) so that it could move its corporate headquarters to London. AstraZeneca fought off Pfizer, just like Shire is trying to do now with AbbVie.

Related: Has the U.K. become a tax haven?

But just because this is a trend doesn't make it right. Mr. Gonzalez, didn't your mother warn you to not jump off a bridge even if all your friends were doing so? Et tu, AbbVie?

AbbVie is based in North Chicago, Illinois. Even if a Shire purchase won't lead to job cuts or moving people overseas, that's not the point. Moving the tax domicile means you would be cheating the IRS and American citizens out of corporate taxes that are partly based on profits your company made by doing business in America.

It makes me uncomfortable to think that a company I own is considering a deal that would allow it to avoid (I won't use the term dodge ... oh wait, I just did) paying as much in taxes to the U.S. as it should.

I'd even consider selling the stock if this happened ... although I own it jointly with my wife. So it's not my decision alone. (Not to be confused with "The Decision 2: Electric Boogaloo" that LeBron is about to make. Do you root for the Bulls, Mr. Gonzalez? Think King James might choose the Windy City this time? But I digress.)

Now I realize that a potential deal for Shire would not be done solely to lower the tax rate.

Shire has some interesting drugs and it would be nice for AbbVie to diversify beyond Humira -- the rheumatoid arthritis medication that accounts for nearly 60% of AbbVie's overall sales.

I appreciate that you don't want all your eggs (or in this case injection pens and syringes) in one basket. But can't you find another takeover target that isn't as expensive ... and preferably based in America so you don't risk the wrath of politicians in a mid-term election year?

Related: Firms warned to not leave U.S. for lower taxes

Shire's stock is up nearly 60% in 2014. The offer that Shire rejected on Friday valued it at $46 billion. Mr. Gonzalez, how much more are you willing to spend just to engage in some empire building? Don't the risks associated with such a pricey acquisition outweigh the potential benefit of a lower tax rate and an increased pipeline?

I called your media contacts twice before finally getting a "no comment" e-mailed to me. But I would still love to hear (and would happily print) your response.

Because this is what really irks me: AbbVie is doing just fine despite having to pay supposedly onerous taxes.

I looked at the company's recent results. AbbVie's net income tax bill in the first quarter was just $306 million. That's less than 7% of overall sales.

Look at the bite it took from earnings, you say? Okay. I did. For all of 2013, the tax rate on profits was 22.6%. That's not absurdly high.

And as I mentioned in the opening of this letter, I am ecstatic with how well the stock has done since the Abbott split. You should be too. Just look at how much better it's done than the S&P 500 over the past year-and-a-half.

There's no need to get greedy here and boost profits even further at the expense of U.S. taxpayers.

In fact, need I remind you that AbbVie just raised its full year earnings outlook on Monday? Your company is not being weighed down by burdensome payments to Uncle Sam.

Yeah. I get it. Nobody likes paying taxes. One of my favorite songs by The Beatles is about that very topic. Are you a Revolver fan, Mr. Gonzalez?

Still, this is a rare instance where I actually agree with some self-aggrandizing lawmakers. (I also think that the World Cup has me in a more patriotic -- and dare I say jingoistic -- mood than usual.)

But if the inversion loophole isn't closed, more companies are going to flee to places like the U.K. and Ireland so they can escape higher taxes in America. That's not right.

The solution, of course, is tax reform.

I'm not holding my breath waiting for that to happen though ... unless AbbVie is willing to develop a special drug to revive me after I pass out from turning blue in the face.

So do a deal if you must, Mr. Gonzalez. But please keep in mind that there are many biotechs and pharma companies worth well less than $46 billion that could be attractive ... and that are also based in America.

Sincerely,

Paul R. La Monica

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