UK drugs company AstraZeneca has rejected an improved "final" takeover offer from US drugs giant Pfizer.
Pfizer had made a new offer of £55 per share, valuing AstraZeneca at about £69bn.
But AstraZeneca says the new proposal "undervalues the company and its attractive prospects".
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Pfizer's pursuit has been under scrutiny because of fears it would hamper AstraZeneca's drug research and cut jobs.
Controversial dealPfizer planned to create the world's largest drug company, with its headquarters in New York, but based in the UK for tax purposes.
In a strategy known as "tax inversion" Pfizer could pay the UK corporate tax rate of 20%, rather than the 35% rate applied in the US, if it bought AstraZeneca.
That plan has proved controversial with unions and politicians, with AstraZeneca employing 6,700 people in the UK.
AstraZeneca chairman Leif Johansson said Pfizer's pursuit had been "fundamentally driven" by the corporate financial benefits.
"Pfizer has failed to make a compelling strategic, business or value case," he added.
Of the two companies' research and development workforce, Pfizer has said it will retain at least 20% in the UK for at least five years. It has also pledged to base its European HQ in Britain.
AstraZeneca's shares fell over 13% in early trading after its rejection of the offer.
Continue reading the main storyIn its new offer statement, Pfizer chief executive Ian Read said: "We stand by our unprecedented commitments to the UK government."
Pfizer had said that its improved offer of £55 per share was "final" and would not be increased.
AstraZeneca shareholders were being offered £24.76 in cash and 1.747 shares in the new firm - worth a combined £55 - for each share currently they hold.
Pfizer had also promised not to mount a hostile takeover - a direct approach to shareholders of AstraZeneca without the involvement of its board.
Mr Johansson said that he had made clear to Pfizer that his board could only recommend a bid that was at least 10% above an offer of £53.50 made by Pfizer on Friday.
He told Radio 4's Today programme that AstraZeneca had rejected Pfizer's offer for three reasons - that it could create better value for shareholders independently, that a takeover would limit its ability to get drugs to market quickly and that the deal carried a "big execution risk".
"It's obviously a controversial deal," he added.
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