Abbott Announces Required Offer to Repurchase Convertible Senior Subordinated Notes of Its AMO ... ( ABBOTT PARK Ill. In connecti...)

Abbott Announces Required Offer to Repurchase Convertible Senior Subordinated Notes of Its AMO Subsidiary

Date:2/27/2009

ABBOTT PARK, Ill., Feb. 27 /PRNewswire-FirstCall/ -- Abbott (NYSE: ABT) today announced that, in connection with the consummation of its acquisition of Advanced Medical Optics (now Abbott Medical Optics or AMO) pursuant to a "first step" cash tender offer by a wholly-owned subsidiary of Abbott for all outstanding shares of AMO common stock at $22 per share, net to the seller in cash (without interest and subject to any withholding taxes), followed by a "second step" cash merger at the same per share price, holders of AMO's (i) 2.50% convertible senior subordinated notes due 2024 (the "2.50% Convertible Notes"), (ii) 1.375% convertible senior subordinated notes due 2025 (the "1.375% Convertible Notes") and (iii) 3.25% convertible senior subordinated notes due 2026 (the "3.25% Convertible Notes" and, collectively with the 2.50% Convertible Notes and the 1.375% Convertible Notes, the "Convertible Notes"), have the right to surrender their Convertible Notes for repurchase by AMO pursuant to the terms of the indentures governing the Convertible Notes as a result of the Fundamental Change (as defined in the indentures governing the Convertible Notes) that occurred in connection with such acquisition. The "first step" cash tender offer was completed on Feb. 25, 2009, and the effective date of the "second step" merger, pursuant to which AMO became a direct wholly-owned subsidiary of Abbott, was Feb. 26, 2009.

In connection with the Fundamental Change, each holder of the Convertible Notes has the right to require AMO to repurchase all of such holder's Convertible Notes, or any portion thereof that is a multiple of $1,000 principal amount. AMO will repurchase such Convertible Notes in cash at a price equal to 100% of the principal amount of the Convertible Notes being repurchased, plus accrued and unpaid interest to,
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SOURCE Abbott
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