Abbott Acquires AMO

Abbott and Advanced Medical Optics (AMO) have announced a definitive agreement for Abbott to acquire AMO for $22 per share in cash, for a total transaction value of approximately $2.8 billion, inclusive of estimated net debt at the time of closing.

Based in Santa Ana, Calif., AMO is a global company specializing in ophthalmic care, comprised of three segments – cataract surgery, laser vision correction (LASIK) and eye care products. Abbott is a global, broad-based health care company that manufactures pharmaceuticals and medical products, including nutritionals, devices and diagnostics.

According to Abbott, the addition of AMO will provide long-term sustainable growth platform with more than $1 billion in annual sales.

"With AMO, Abbott is enhancing and strengthening its diverse mix of medical device businesses and gaining a leadership position in another large and growing segment," said Miles D. White, chairman and chief executive officer of Abbott. "Additionally, Abbott's significant global presence will help drive growth opportunities for this business, especially in international markets, where favorable demographics are driving demand for advanced eye care procedures and products."

Under the terms of the agreement, Abbott will commence a tender offer by Jan. 26, 2009, to purchase all outstanding shares of AMO at $22 per share. The tender offer is conditioned on the tender of a majority of the outstanding shares of AMO's common stock on a fully diluted basis.

The $2.8 billion estimated value of the transaction is based on AMO's approximately 62 million fully diluted shares outstanding, plus estimated net debt at the time of closing. The Boards of Directors of AMO and Abbott have approved the transaction. Abbott expects the transaction to be neutral to ongoing earnings per share in 2009, and accretive beginning in 2010, both before one-time transaction-related costs, which will be provided at a later date.

The transaction is subject to customary closing conditions, including antitrust clearances. Abbott and AMO expect the transaction to close in the first quarter of 2009.

For more information, visit: www.abbott.com