August 10, 2009 (FinancialWire) — Schering-Plough Corp. (NYSE: SGP) said that its shareholders have voted to approve a $41.1 billion deal to merge the company into Merck & Co., Inc., thus creating the world’s second largest pharmaceutical company.

According to Schering-Plough, more than 99 percent of votes cast in a special meeting voted to approve the merger agreement, with more than 78 percent of common shares voting.

The merger, which is expected to close in the 2009 fourth quarter, still needs to clear certain regulatory hurdles, including expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as well as clearance by the European Commission under the EC Merger Regulation and certain other foreign jurisdictions.

Under the deal, Schering-Plough shareholders will receive 0.5767 of a common share in the combined company, which will be called Merck, and $10.50 in cash for each Schering-Plough common share. Each Merck share will become a share of the combined company.

Schering-Plough said that the combined company should continue the dividend policies of Merck, currently a quarterly cash dividend of $0.38 per common share.

Prior to the merger, the two companies had collaborated on the cholesterol drugs Vytorin and Zetia.

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